N-CSR 1 Main.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-1400

Fidelity Contrafund
(Exact name of registrant as specified in charter)

245 Summer St., Boston, Massachusetts 02210
(Address of principal executive offices)       (Zip code)

Marc Bryant, Secretary

245 Summer St.

Boston, Massachusetts 02210
(Name and address of agent for service)

Registrant's telephone number, including area code: 617-563-7000

Date of fiscal year end:

December 31

 

 

Date of reporting period:

December 31, 2015

Item 1. Reports to Stockholders

Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments December 31, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

(Fidelity Investment logo)(registered trademark)

Fidelity Advisor®

New Insights

Fund - Class A, Class T, Class B
and Class C

Annual Report

December 31, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

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 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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. © 2016 FMR LLC. All rights reserved.

Annual Report

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-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q 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.advisor.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.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 $10,000 table and the fund's 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 reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended December 31, 2015

Past 1
year

Past 5
years

Past 10
years

  Class A (incl. 5.75% sales charge)

-3.50%

9.84%

7.11%

  Class T (incl. 3.50% sales charge)

-1.43%

10.10%

7.11%

  Class B (incl. contingent deferred sales charge)A

-3.24%

10.00%

7.13%

  Class C (incl. contingent deferred sales charge)B

0.66%

10.34%

6.95%

A Class B shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 5%, 2%, and 0%, respectively.

B Class C shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 1%, 0%, and 0%, respectively.

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

Annual Report

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor ® New Insights Fund - Class A on December 31, 2005, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks gained modestly in 2015, rebounding from a steep decline in August and September over worries about China's slowing economic growth. The S&P 500® index rose 1.38% for the period, its lowest calendar-year return since 2008. After the late-summer rout, stocks sharply reversed course in October, lifted by the Federal Reserve's decision to put off raising near-term interest rates until mid-December. Investors also were encouraged by an interest-rate cut in China and economic stimulus in Europe. Overall, growth stocks fared much better than their value counterparts, as investors sought growth in a subpar economic environment. This helped lift the technology-heavy Nasdaq Composite Index® 6.96% for the year. Sector performance in the broader market was split, with five of 10 sectors in the S&P 500® gaining ground and five retreating. Consumer discretionary (+10%) led the way, benefiting from rising personal income and low inflation. Health care (+7%), consumer staples (+7%) and information technology (+6%) also outpaced the broad market amid strong fundamentals. Conversely, the energy sector (-21%) was by far the worst performer, stung by deflated commodity prices that also hit materials (-8%). The defensive, but rate-sensitive utilities sector (-5%) lost ground on the cusp of Fed tightening, while industrials (-3%) were dragged down with energy prices and a slower-growing China.

Comments from Co-Portfolio Managers William Danoff and John Roth: For the year, the fund's share classes (excluding sales charges, if applicable) outpaced the benchmark S&P 500® index. The fund performed better than the benchmark because it owned a larger proportion of companies that increased earnings nicely - especially within information technology - despite economic headwinds overseas and a strong U.S. dollar. Our top relative contributor was Facebook, which continued to increase revenue at a very fast clip as users continued to spend more time on its apps and engage with the advertising on them. Within consumer discretionary, Starbucks and Nike helped, as each is introducing innovative products and using technology to fuel growth. All three contributors mentioned were among our largest holdings as of December 31, 2015. Conversely, underweighting Microsoft had the biggest negative influence on our relative result. Another notable detractor was our stake in Chipotle Mexican Grill. Shares were hampered by an unfortunate late-year outbreak of E. coli infections in some of its restaurants. The fund's modest cash position hampered performance versus the benchmark the past year. Lastly, our foreign holdings detracted amid a rising U.S. dollar.

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.

Annual Report


Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, and (2) ongoing costs, including 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 the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2015 to December 31, 2015).

Actual Expenses

The first line of the accompanying table for each class of the Fund 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 of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Annual Report

 

Annualized
Expense Ratio
B

Beginning
Account Value
July 1, 2015

Ending
Account Value
December 31, 2015

Expenses Paid
During Period
C
July 1, 2015
to December 31, 2015

Class A

.94%

 

 

 

Actual

 

$ 1,000.00

$ 984.80

$ 4.70

HypotheticalA

 

$ 1,000.00

$ 1,020.47

$ 4.79

Class T

1.19%

 

 

 

Actual

 

$ 1,000.00

$ 983.80

$ 5.95

HypotheticalA

 

$ 1,000.00

$ 1,019.21

$ 6.06

Class B

1.73%

 

 

 

Actual

 

$ 1,000.00

$ 980.90

$ 8.64

HypotheticalA

 

$ 1,000.00

$ 1,016.48

$ 8.79

Class C

1.69%

 

 

 

Actual

 

$ 1,000.00

$ 981.50

$ 8.44

HypotheticalA

 

$ 1,000.00

$ 1,016.69

$ 8.59

Class I

.69%

 

 

 

Actual

 

$ 1,000.00

$ 986.20

$ 3.45

HypotheticalA

 

$ 1,000.00

$ 1,021.73

$ 3.52

Class Z

.55%

 

 

 

Actual

 

$ 1,000.00

$ 986.90

$ 2.75

HypotheticalA

 

$ 1,000.00

$ 1,022.43

$ 2.80

A 5% return per year before expenses

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

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Facebook, Inc. Class A

4.8

3.5

Alphabet, Inc. Class A

3.3

0.8

Wells Fargo & Co.

2.8

2.8

Amazon.com, Inc.

2.4

0.6

Visa, Inc. Class A

2.3

1.9

Starbucks Corp.

2.1

1.8

JPMorgan Chase & Co.

1.7

1.8

Berkshire Hathaway, Inc. Class A

1.7

1.6

NIKE, Inc. Class B

1.7

1.3

Salesforce.com, Inc.

1.5

1.1

 

24.3

Top Five Market Sectors as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

28.1

22.2

Consumer Discretionary

19.3

16.7

Financials

17.0

18.4

Health Care

11.9

15.1

Industrials

7.0

6.4

Asset Allocation (% of fund's net assets)

As of December 31, 2015*

As of June 30, 2015**

nif222769

Stocks 97.2%

 

nif222771

Stocks 95.4%

 

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Bonds 0.1%

 

nif222775

Bonds 0.0%

 

nif222777

Convertible
Securities 1.4%

 

nif222779

Convertible
Securities 1.3%

 

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Short-Term
Investments and
Net Other Assets (Liabilities) 1.3%

 

nif222783

Short-Term
Investments and
Net Other Assets (Liabilities) 3.3%

 

* Foreign investments

12.5%

 

** Foreign investments

12.9%

 

nif222785

Percentages shown as 0.0% may reflect amounts less than 0.05%.

Annual Report


Investments December 31, 2015

Showing Percentage of Net Assets

Common Stocks - 97.0%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 19.0%

Auto Components - 0.1%

Magna International, Inc. Class A (sub. vtg.)

631,100

$ 25,596

Automobiles - 1.3%

Fuji Heavy Industries Ltd.

140,800

5,800

General Motors Co.

1,299,600

44,199

Maruti Suzuki India Ltd. (a)

37,618

2,618

Tesla Motors, Inc. (a)(e)

1,192,124

286,122

 

338,739

Diversified Consumer Services - 0.1%

Bright Horizons Family Solutions, Inc. (a)

296,300

19,793

ServiceMaster Global Holdings, Inc. (a)

42,500

1,668

 

21,461

Hotels, Restaurants & Leisure - 4.9%

ARAMARK Holdings Corp.

4,706,900

151,798

Boyd Gaming Corp. (a)

82,000

1,629

Chipotle Mexican Grill, Inc. (a)

306,824

147,229

Domino's Pizza, Inc.

1,325,418

147,453

Dunkin' Brands Group, Inc. (e)

792,500

33,753

Hilton Worldwide Holdings, Inc.

700,700

14,995

Marriott International, Inc. Class A (e)

1,569,136

105,195

Royal Caribbean Cruises Ltd.

15,900

1,609

Starbucks Corp.

9,446,898

567,097

Vail Resorts, Inc.

9,950

1,274

Whitbread PLC

2,297,934

149,089

 

1,321,121

Household Durables - 0.8%

D.R. Horton, Inc.

4,644,424

148,761

Lennar Corp. Class A

467,500

22,865

Mohawk Industries, Inc. (a)

161,424

30,572

Tempur Sealy International, Inc. (a)

214,300

15,100

 

217,298

Internet & Catalog Retail - 4.2%

Amazon.com, Inc. (a)

944,940

638,675

Etsy, Inc.

764,751

6,317

Expedia, Inc.

112,300

13,959

Netflix, Inc. (a)

1,624,000

185,753

Priceline Group, Inc. (a)

188,017

239,712

TripAdvisor, Inc. (a)

347,787

29,649

Wayfair LLC Class A (a)

233,269

11,108

 

1,125,173

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Leisure Products - 0.0%

Hasbro, Inc.

167,744

$ 11,299

Media - 2.5%

Altice NV Class A (a)

234,647

3,379

Charter Communications, Inc. Class A (a)(e)

248,300

45,464

Comcast Corp. Class A

564,700

31,866

Interpublic Group of Companies, Inc.

33,100

771

Legend Pictures LLC (a)(g)(h)

13,925

25,509

Liberty Broadband Corp. Class A (a)

119,625

6,179

Liberty Global PLC:

Class A (a)

1,831,005

77,561

LiLAC Class A (a)

117,735

4,871

Liberty Media Corp. Class A (a)

59,300

2,328

Lions Gate Entertainment Corp. (e)

768,866

24,904

Naspers Ltd. Class N

316,500

43,261

Rightmove PLC

766,722

46,625

Sirius XM Holdings, Inc. (a)

1,766,300

7,189

Starz Series A (a)

245,500

8,224

The Walt Disney Co.

3,124,838

328,358

Weinstein Co. Holdings LLC Class A-1 unit (a)(g)(h)

2,267

678

 

657,167

Multiline Retail - 0.2%

Dollar Tree, Inc. (a)

421,200

32,525

Dollarama, Inc.

463,100

26,755

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

600

10

 

59,290

Specialty Retail - 2.5%

AutoZone, Inc. (a)

108,834

80,745

Foot Locker, Inc.

266,200

17,327

Home Depot, Inc.

804,300

106,369

L Brands, Inc.

119,200

11,422

O'Reilly Automotive, Inc. (a)

406,216

102,943

Signet Jewelers Ltd.

172,754

21,368

Tiffany & Co., Inc.

349,700

26,679

TJX Companies, Inc.

3,657,532

259,356

Ulta Salon, Cosmetics & Fragrance, Inc. (a)

239,600

44,326

 

670,535

Textiles, Apparel & Luxury Goods - 2.4%

Brunello Cucinelli SpA (e)

1,809,352

31,984

China Hongxing Sports Ltd. (a)

6,000,000

243

Coach, Inc.

53,000

1,735

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - continued

Hermes International SCA

269,900

$ 91,441

NIKE, Inc. Class B

7,020,178

438,761

Under Armour, Inc. Class A (sub. vtg.) (a)

785,138

63,290

 

627,454

TOTAL CONSUMER DISCRETIONARY

5,075,133

CONSUMER STAPLES - 6.3%

Beverages - 1.1%

Boston Beer Co., Inc. Class A (a)(e)

376,003

75,919

Coca-Cola Bottling Co. Consolidated

8,487

1,549

Constellation Brands, Inc. Class A (sub. vtg.)

1,436,000

204,544

Kweichow Moutai Co. Ltd.

49,400

1,655

Monster Beverage Corp.

19,700

2,935

The Coca-Cola Co.

461,700

19,835

 

306,437

Food & Staples Retailing - 1.7%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

382,200

16,824

Costco Wholesale Corp.

1,118,525

180,642

CVS Health Corp.

1,801,925

176,174

Kroger Co.

193,100

8,077

Tesco PLC

26,488,500

58,203

 

439,920

Food Products - 1.4%

Associated British Foods PLC

3,689,092

181,753

Mead Johnson Nutrition Co. Class A

842,500

66,515

Mondelez International, Inc.

1,929,743

86,530

Pinnacle Foods, Inc.

655,500

27,833

Post Holdings, Inc. (a)

79,700

4,917

The Hain Celestial Group, Inc. (a)

234,200

9,459

The Kraft Heinz Co.

33,600

2,445

 

379,452

Household Products - 0.7%

Colgate-Palmolive Co.

2,877,049

191,669

Spectrum Brands Holdings, Inc.

16,100

1,639

 

193,308

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Personal Products - 1.4%

Estee Lauder Companies, Inc. Class A

3,352,744

$ 295,243

L'Oreal SA

445,101

75,121

 

370,364

TOTAL CONSUMER STAPLES

1,689,481

ENERGY - 5.2%

Energy Equipment & Services - 1.1%

Oceaneering International, Inc.

1,798,799

67,491

Schlumberger Ltd.

3,128,823

218,235

 

285,726

Oil, Gas & Consumable Fuels - 4.1%

Anadarko Petroleum Corp.

2,142,246

104,070

Antero Resources Corp. (a)(e)

3,359,456

73,236

Birchcliff Energy Ltd. (a)

353,000

1,031

Birchcliff Energy Ltd. (a)(f)

585,400

1,709

Cabot Oil & Gas Corp.

3,589,580

63,500

Canadian Natural Resources Ltd.

403,400

8,810

Chevron Corp.

2,134,300

192,002

Cimarex Energy Co.

103,800

9,278

Concho Resources, Inc. (a)

25,680

2,385

Diamondback Energy, Inc.

440,300

29,456

EOG Resources, Inc.

2,008,960

142,214

Exxon Mobil Corp.

2,366,000

184,430

Golar LNG Ltd.

1,200,000

18,948

Marathon Petroleum Corp.

521,800

27,050

Memorial Resource Development Corp. (a)

1,226,100

19,802

Noble Energy, Inc.

1,454,861

47,909

Phillips 66 Co.

171,600

14,037

Pioneer Natural Resources Co.

511,200

64,094

Tesoro Corp.

253,200

26,680

Valero Energy Corp.

649,800

45,947

Williams Partners LP

1,000,000

27,850

 

1,104,438

TOTAL ENERGY

1,390,164

FINANCIALS - 16.9%

Banks - 8.5%

Bank of America Corp.

16,540,427

278,375

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Banks - continued

Bank of Ireland (a)

248,940,628

$ 91,982

Citigroup, Inc.

3,109,700

160,927

First Republic Bank

650,200

42,952

HDFC Bank Ltd. sponsored ADR

1,983,672

122,194

JPMorgan Chase & Co.

6,903,000

455,805

Kotak Mahindra Bank Ltd.

539,207

5,885

Metro Bank PLC Class A (a)(h)

419,395

7,289

PNC Financial Services Group, Inc.

1,177,489

112,226

SunTrust Banks, Inc.

650,000

27,846

U.S. Bancorp

5,154,114

219,926

Virgin Money Holdings Uk PLC

159,281

894

Wells Fargo & Co.

13,581,256

738,277

 

2,264,578

Capital Markets - 1.7%

BlackRock, Inc. Class A

401,046

136,564

Charles Schwab Corp.

1,875,964

61,775

Goldman Sachs Group, Inc.

94,816

17,089

KKR & Co. LP

2,723,728

42,463

Morgan Stanley

4,221,177

134,276

Oaktree Capital Group LLC Class A

1,290,176

61,567

 

453,734

Consumer Finance - 0.2%

Credit Acceptance Corp. (a)(e)

25,500

5,458

LendingClub Corp. (e)

878,700

9,710

Synchrony Financial (a)

909,439

27,656

 

42,824

Diversified Financial Services - 1.9%

Berkshire Hathaway, Inc. Class A (a)

2,240

443,072

IntercontinentalExchange, Inc.

96,736

24,790

McGraw Hill Financial, Inc.

506,690

49,950

MSCI, Inc. Class A

22,900

1,652

 

519,464

Insurance - 3.6%

ACE Ltd.

1,323,595

154,662

AIA Group Ltd.

27,856,000

166,442

American International Group, Inc.

4,814,100

298,330

Fairfax Financial Holdings Ltd. (sub. vtg.)

159,000

75,485

FNF Group

760,000

26,349

James River Group Holdings Ltd.

42,400

1,422

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

The Chubb Corp.

1,540,778

$ 204,369

The Travelers Companies, Inc.

326,563

36,856

 

963,915

Real Estate Investment Trusts - 0.6%

American Tower Corp.

1,263,175

122,465

Equity Residential (SBI)

527,900

43,071

Public Storage

32,600

8,075

 

173,611

Real Estate Management & Development - 0.4%

Realogy Holdings Corp. (a)

2,627,600

96,354

TOTAL FINANCIALS

4,514,480

HEALTH CARE - 11.7%

Biotechnology - 2.2%

Agios Pharmaceuticals, Inc. (a)(e)

846,562

54,959

Alexion Pharmaceuticals, Inc. (a)

43,700

8,336

Amgen, Inc.

582,799

94,606

Anacor Pharmaceuticals, Inc. (a)

45,000

5,084

Baxalta, Inc.

43,000

1,678

Biogen, Inc. (a)

90,786

27,812

bluebird bio, Inc. (a)

104,300

6,698

Celgene Corp. (a)

617,800

73,988

Cellectis SA sponsored ADR

14,018

435

Cidara Therapeutics, Inc.

54,248

931

Genmab A/S (a)

48,800

6,489

Gilead Sciences, Inc.

2,362,528

239,064

Incyte Corp. (a)

44,700

4,848

Intrexon Corp. (a)(e)

794,681

23,960

Light Sciences Oncology, Inc. (a)

2,708,254

0

Myriad Genetics, Inc. (a)(e)

171,700

7,411

NantKwest, Inc. (a)

982

17

Neurocrine Biosciences, Inc. (a)

64,760

3,663

Regeneron Pharmaceuticals, Inc. (a)

68,100

36,969

Ultragenyx Pharmaceutical, Inc. (a)

31,800

3,567

 

600,515

Health Care Equipment & Supplies - 2.2%

Align Technology, Inc. (a)

502,658

33,100

Becton, Dickinson & Co.

330,896

50,988

Boston Scientific Corp. (a)

5,694,824

105,013

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

C.R. Bard, Inc.

157,138

$ 29,768

DENTSPLY International, Inc.

446,689

27,181

DexCom, Inc. (a)

743,938

60,929

Edwards Lifesciences Corp. (a)

957,556

75,628

I-Pulse, Inc. (a)(h)

58,562

504

Intuitive Surgical, Inc. (a)

6,000

3,277

Medtronic PLC

1,190,300

91,558

Sirona Dental Systems, Inc. (a)

15,100

1,655

Teleflex, Inc.

127,300

16,734

The Cooper Companies, Inc.

592,851

79,561

 

575,896

Health Care Providers & Services - 2.3%

Aetna, Inc.

518,948

56,109

Cigna Corp.

385,200

56,366

Henry Schein, Inc. (a)

1,352,981

214,028

Teladoc, Inc. (e)

220,320

3,957

UnitedHealth Group, Inc.

2,109,200

248,126

Universal Health Services, Inc. Class B

223,700

26,730

VCA, Inc. (a)

30,000

1,650

 

606,966

Health Care Technology - 0.3%

Castlight Health, Inc. (a)

1,325,100

5,658

Cerner Corp. (a)

1,283,430

77,224

Medidata Solutions, Inc. (a)

38,800

1,912

 

84,794

Life Sciences Tools & Services - 1.9%

Eurofins Scientific SA

451,984

158,091

Illumina, Inc. (a)

272,451

52,296

Mettler-Toledo International, Inc. (a)

414,209

140,471

Thermo Fisher Scientific, Inc.

790,169

112,085

Waters Corp. (a)

370,312

49,837

 

512,780

Pharmaceuticals - 2.8%

Astellas Pharma, Inc.

5,410,700

77,025

Bristol-Myers Squibb Co.

2,835,500

195,054

Eli Lilly & Co.

681,000

57,381

Intra-Cellular Therapies, Inc. (a)

102,525

5,515

Jiangsu Hengrui Medicine Co. Ltd.

206,200

1,555

Johnson & Johnson

1,362,356

139,941

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Novo Nordisk A/S Series B

1,380,701

$ 79,940

Perrigo Co. PLC

352,485

51,005

Sino Biopharmaceutical Ltd.

1,782,000

1,611

Teva Pharmaceutical Industries Ltd. sponsored ADR

2,045,100

134,240

 

743,267

TOTAL HEALTH CARE

3,124,218

INDUSTRIALS - 6.9%

Aerospace & Defense - 1.5%

Esterline Technologies Corp. (a)

305,800

24,770

General Dynamics Corp.

643,500

88,391

Space Exploration Technologies Corp. Class A (a)(h)

50,886

4,529

Teledyne Technologies, Inc. (a)

269,600

23,914

The Boeing Co.

1,385,564

200,339

TransDigm Group, Inc. (a)

251,772

57,517

 

399,460

Air Freight & Logistics - 0.4%

C.H. Robinson Worldwide, Inc.

318,200

19,735

FedEx Corp.

561,010

83,585

 

103,320

Airlines - 1.3%

Alaska Air Group, Inc.

108,900

8,768

InterGlobe Aviation Ltd. (a)

15,177

281

Ryanair Holdings PLC sponsored ADR

2,393,200

206,916

Southwest Airlines Co.

3,204,200

137,973

 

353,938

Building Products - 0.7%

ASSA ABLOY AB (B Shares)

77,800

1,629

Fortune Brands Home & Security, Inc.

1,354,789

75,191

Toto Ltd.

3,057,000

107,399

 

184,219

Construction & Engineering - 0.0%

Jacobs Engineering Group, Inc. (a)

117,100

4,912

Electrical Equipment - 0.2%

Acuity Brands, Inc.

204,192

47,740

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Industrial Conglomerates - 0.8%

Danaher Corp.

1,127,868

$ 104,756

General Electric Co.

3,351,874

104,411

 

209,167

Machinery - 0.0%

PACCAR, Inc.

35,700

1,692

Rational AG

27,692

12,570

 

14,262

Professional Services - 0.7%

Equifax, Inc.

568,698

63,336

Robert Half International, Inc.

249,500

11,761

Verisk Analytics, Inc. (a)

1,376,595

105,833

 

180,930

Road & Rail - 0.4%

Canadian Pacific Railway Ltd. (e)

630,232

80,495

Genesee & Wyoming, Inc. Class A (a)

173,134

9,296

J.B. Hunt Transport Services, Inc.

303,230

22,245

 

112,036

Trading Companies & Distributors - 0.9%

Air Lease Corp.:

Class A (f)

320,800

10,740

Class A

2,333,511

78,126

HD Supply Holdings, Inc. (a)

780,200

23,429

United Rentals, Inc. (a)

1,602,600

116,253

 

228,548

TOTAL INDUSTRIALS

1,838,532

INFORMATION TECHNOLOGY - 27.3%

Communications Equipment - 0.3%

Juniper Networks, Inc.

370,700

10,231

Motorola Solutions, Inc.

280,900

19,228

Palo Alto Networks, Inc. (a)

8,900

1,568

Qualcomm Technologies, Inc.

663,800

33,180

 

64,207

Electronic Equipment & Components - 1.9%

Amphenol Corp. Class A

7,419,672

387,529

CDW Corp.

1,140,000

47,926

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Electronic Equipment & Components - continued

Fitbit, Inc.

185,200

$ 5,480

IPG Photonics Corp. (a)

857,676

76,470

 

517,405

Internet Software & Services - 11.1%

Akamai Technologies, Inc. (a)

1,648,600

86,766

Alibaba Group Holding Ltd. sponsored ADR (a)

440,100

35,767

Alphabet, Inc.:

Class A (a)

1,147,954

893,120

Class C

534,398

405,544

Dropbox, Inc. (a)(h)

1,289,836

17,322

eBay, Inc. (a)

1,561,500

42,910

Endurance International Group Holdings, Inc. (a)

3,512,300

38,389

Facebook, Inc. Class A (a)

12,348,459

1,292,376

GoDaddy, Inc. (a)

1,418,900

45,490

LinkedIn Corp. Class A (a)

73,066

16,446

LogMeIn, Inc. (a)

206,625

13,865

NetEase, Inc. sponsored ADR

9,200

1,667

Shutterstock, Inc. (a)(e)

390,350

12,624

Stamps.com, Inc. (a)

148,600

16,288

SurveyMonkey (h)

2,069,881

31,773

Tencent Holdings Ltd.

215,400

4,218

Twitter, Inc. (a)

67,200

1,555

VeriSign, Inc. (a)(e)

34,900

3,049

 

2,959,169

IT Services - 6.4%

Alliance Data Systems Corp. (a)

162,059

44,821

ASAC II LP (a)(h)

9,408,021

250,265

Cognizant Technology Solutions Corp. Class A (a)

1,481,200

88,902

Fidelity National Information Services, Inc.

416,230

25,224

First Data Corp.

4,890,003

70,504

First Data Corp. Class A (a)

2,739,900

43,893

Fiserv, Inc. (a)

1,323,892

121,083

FleetCor Technologies, Inc. (a)

219,200

31,330

Gartner, Inc. Class A (a)

17,800

1,614

Global Payments, Inc.

134,700

8,689

IBM Corp.

81,900

11,271

MasterCard, Inc. Class A

2,512,935

244,659

PayPal Holdings, Inc. (a)

2,753,721

99,685

Total System Services, Inc.

893,560

44,499

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - continued

Vantiv, Inc. (a)

55,200

$ 2,618

Visa, Inc. Class A

8,030,896

622,796

 

1,711,853

Semiconductors & Semiconductor Equipment - 1.1%

Analog Devices, Inc.

788,300

43,609

ARM Holdings PLC

843,500

12,857

Avago Technologies Ltd.

1,130,345

164,070

Broadcom Corp. Class A

869,800

50,292

Inphi Corp. (a)

225,937

6,105

NXP Semiconductors NV (a)

96,700

8,147

Skyworks Solutions, Inc.

150,700

11,578

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

135,300

3,078

 

299,736

Software - 5.4%

Activision Blizzard, Inc.

1,485,953

57,521

Adobe Systems, Inc. (a)

1,941,861

182,418

Atlassian Corp. PLC

75,500

2,271

Electronic Arts, Inc. (a)

1,373,900

94,414

Fleetmatics Group PLC (a)

157,700

8,010

Intuit, Inc.

429,000

41,399

Manhattan Associates, Inc. (a)

38,800

2,567

Microsoft Corp.

6,385,713

354,279

Mobileye NV (a)(e)

1,188,420

50,246

NetSuite, Inc. (a)(e)

483,689

40,930

RealPage, Inc. (a)

71,100

1,596

Red Hat, Inc. (a)

372,903

30,880

Salesforce.com, Inc. (a)

5,210,512

408,504

ServiceNow, Inc. (a)

313,800

27,163

Trion World Network, Inc.:

warrants 8/10/17 (a)(h)

18,952

0

warrants 10/3/18 (a)(h)

27,736

0

Tyler Technologies, Inc. (a)

28,300

4,933

Ultimate Software Group, Inc. (a)

446,866

87,367

Workday, Inc. Class A (a)

596,000

47,489

 

1,441,987

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 1.1%

Apple, Inc.

2,732,300

$ 287,602

Pure Storage, Inc. Class A (a)(e)

194,800

3,033

 

290,635

TOTAL INFORMATION TECHNOLOGY

7,284,992

MATERIALS - 3.5%

Chemicals - 2.6%

Airgas, Inc.

475,000

65,702

Ecolab, Inc.

612,513

70,059

LyondellBasell Industries NV Class A

1,061,000

92,201

Monsanto Co.

747,467

73,640

PPG Industries, Inc.

2,165,864

214,031

Sherwin-Williams Co.

714,036

185,364

The Dow Chemical Co.

35,600

1,833

 

702,830

Construction Materials - 0.2%

Martin Marietta Materials, Inc.

300,834

41,088

Containers & Packaging - 0.4%

Ball Corp.

45,000

3,273

Sealed Air Corp.

581,500

25,935

WestRock Co.

1,861,418

84,918

 

114,126

Metals & Mining - 0.3%

B2Gold Corp. (a)

26,434,432

26,746

Franco-Nevada Corp.

773,961

35,406

GoviEx Uranium, Inc. (a)

851,865

28

GoviEx Uranium, Inc. (a)(f)

23,200

1

GoviEx Uranium, Inc. Class A (f)

2,625,135

85

Ivanhoe Mines Ltd. (a)

953,200

420

Newcrest Mining Ltd. (a)

966,740

9,148

Novagold Resources, Inc. (a)

840,100

3,527

 

75,361

TOTAL MATERIALS

933,405

TELECOMMUNICATION SERVICES - 0.1%

Wireless Telecommunication Services - 0.1%

T-Mobile U.S., Inc. (a)

356,600

13,950

Common Stocks - continued

Shares

Value (000s)

UTILITIES - 0.1%

Electric Utilities - 0.1%

IDACORP, Inc.

400,000

$ 27,200

TOTAL COMMON STOCKS

(Cost $18,907,920)


25,891,555

Preferred Stocks - 1.6%

 

 

 

 

Convertible Preferred Stocks - 1.4%

CONSUMER DISCRETIONARY - 0.1%

Household Durables - 0.1%

Blu Homes, Inc. Series A, 5.00% (a)(h)

7,091,632

28,650

Media - 0.0%

Mode Media Corp. Series M-1, 8.00% (a)(h)

165,366

164

TOTAL CONSUMER DISCRETIONARY

28,814

CONSUMER STAPLES - 0.1%

Food & Staples Retailing - 0.1%

Blue Apron, Inc. Series D (h)

1,110,537

15,958

FINANCIALS - 0.1%

Consumer Finance - 0.1%

Oportun Finance Corp. Series H (h)

10,791,166

32,913

HEALTH CARE - 0.2%

Biotechnology - 0.1%

23andMe, Inc. Series E (h)

166,247

1,800

Intarcia Therapeutics, Inc. Series CC (a)(h)

516,522

16,074

 

17,874

Life Sciences Tools & Services - 0.1%

Living Proof, Inc. 8.00% (a)(h)

10,369,703

28,724

TOTAL HEALTH CARE

46,598

INDUSTRIALS - 0.1%

Aerospace & Defense - 0.1%

Space Exploration Technologies Corp. Series G (h)

145,254

12,928

Preferred Stocks - continued

Shares

Value (000s)

Convertible Preferred Stocks - continued

INFORMATION TECHNOLOGY - 0.8%

Internet Software & Services - 0.7%

Dropbox, Inc.:

Series A (a)(h)

299,518

$ 4,023

Series C (a)(h)

161,770

2,173

Pinterest, Inc.:

Series E, 8.00% (a)(h)

13,203,155

99,789

Series F, 8.00% (a)(h)

8,808,645

66,576

Series G, 8.00% (h)

1,676,455

12,671

 

185,232

IT Services - 0.0%

Nutanix, Inc. Series E (a)(h)

783,938

11,704

Software - 0.1%

Cloudera, Inc. Series F (a)(h)

312,284

10,252

Trion World Network, Inc.:

Series C, 8.00% (a)(h)

602,295

404

Series C-1, 8.00% (a)(h)

47,380

32

Series D, 8.00% (a)(h)

50,840

34

Twilio, Inc. Series E (h)

751,240

11,066

 

21,788

TOTAL INFORMATION TECHNOLOGY

218,724

TOTAL CONVERTIBLE PREFERRED STOCKS

355,935

Nonconvertible Preferred Stocks - 0.2%

CONSUMER DISCRETIONARY - 0.2%

Automobiles - 0.2%

Volkswagen AG

426,900

61,636

TOTAL PREFERRED STOCKS

(Cost $287,255)


417,571

Corporate Bonds - 0.1%

 

Principal Amount
(000s) (d)

Value (000s)

Convertible Bonds - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Software - 0.0%

Trion World Network, Inc. 15% 10/10/19 pay-in-kind (h)

$ 230

$ 230

Nonconvertible Bonds - 0.1%

ENERGY - 0.1%

Energy Equipment & Services - 0.1%

Pacific Drilling SA 5.375% 6/1/20 (f)

39,145

16,245

FINANCIALS - 0.0%

Banks - 0.0%

Bank of Ireland 10% 7/30/16

EUR

3,571

4,033

TOTAL NONCONVERTIBLE BONDS

20,278

TOTAL CORPORATE BONDS

(Cost $26,452)


20,508

Money Market Funds - 4.0%

Shares

 

Fidelity Cash Central Fund, 0.33% (b)

429,397,325

429,397

Fidelity Securities Lending Cash Central Fund, 0.35% (b)(c)

654,183,980

654,184

TOTAL MONEY MARKET FUNDS

(Cost $1,083,581)


1,083,581

TOTAL INVESTMENT PORTFOLIO - 102.7%

(Cost $20,305,208)

27,413,215

NET OTHER ASSETS (LIABILITIES) - (2.7)%

(728,311)

NET ASSETS - 100%

$ 26,684,904

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

(b) 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.

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

(d) Amount is stated in United States dollars unless otherwise noted.

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

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $28,780,000 or 0.1% of net assets.

(g) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(h) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $694,034,000 or 2.6% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

23andMe, Inc. Series E

6/18/15

$ 1,800

ASAC II LP

10/10/13

$ 94,080

Blu Homes, Inc. Series A, 5.00%

6/10/13 - 12/30/14

$ 32,763

Blue Apron, Inc. Series D

5/18/15

$ 14,800

Cloudera, Inc. Series F

2/5/14

$ 4,547

Dropbox, Inc.

5/2/12

$ 11,672

Dropbox, Inc. Series A

5/29/12

$ 2,710

Dropbox, Inc. Series C

1/30/14

$ 3,090

I-Pulse, Inc.

3/18/10

$ 94

Intarcia Therapeutics, Inc. Series CC

11/14/12

$ 7,040

Legend Pictures LLC

9/23/10 - 6/10/15

$ 18,474

Living Proof, Inc. 8.00%

2/13/13

$ 18,400

Metro Bank PLC Class A

5/21/12 - 12/6/13

$ 7,616

Mode Media Corp. Series M-1, 8.00%

3/19/08

$ 3,508

Nutanix, Inc. Series E

8/26/14

$ 10,502

Security

Acquisition Date

Acquisition Cost (000s)

Oportun Finance Corp. Series H

2/6/15

$ 30,726

Pinterest, Inc. Series E, 8.00%

10/23/13

$ 38,370

Pinterest, Inc. Series F, 8.00%

5/15/14

$ 29,923

Pinterest, Inc. Series G, 8.00%

2/27/15

$ 12,035

Space Exploration Technologies Corp. Class A

10/16/15

$ 4,529

Space Exploration Technologies Corp. Series G

1/20/15

$ 11,251

SurveyMonkey

12/15/14

$ 34,050

Trion World Network, Inc. warrants 8/10/17

8/10/10

$ 0

Trion World Network, Inc. warrants 10/3/18

10/10/13

$ 0

Security

Acquisition Date

Acquisition Cost (000s)

Trion World Network, Inc. Series C, 8.00%

8/22/08

$ 3,307

Trion World Network, Inc. Series C-1, 8.00%

8/10/10

$ 260

Trion World Network, Inc. Series D, 8.00%

3/20/13

$ 267

Trion World Network, Inc. 15% 10/10/19 pay-in-kind

10/10/13 - 10/10/15

$ 230

Twilio, Inc. Series E

4/24/15

$ 8,497

Weinstein Co. Holdings LLC Class A-1 unit

10/19/05

$ 2,299

Values shown as $0 may reflect amounts less than $500.

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 1,319

Fidelity Securities Lending Cash Central Fund

5,204

Total

$ 6,523

Other Information

The following is a summary of the inputs used, as of December 31, 2015, 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 in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 5,165,583

$ 4,965,040

$ 145,299

$ 55,244

Consumer Staples

1,705,439

1,629,623

59,858

15,958

Energy

1,390,164

1,390,164

-

-

Financials

4,547,393

4,334,864

172,327

40,202

Health Care

3,170,816

2,957,094

166,620

47,102

Industrials

1,851,460

1,712,124

121,879

17,457

Information Technology

7,503,716

6,898,053

87,579

518,084

Materials

933,405

924,257

9,148

-

Telecommunication Services

13,950

13,950

-

-

Utilities

27,200

27,200

-

-

Corporate Bonds

20,508

-

20,278

230

Money Market Funds

1,083,581

1,083,581

-

-

Total Investments in Securities:

$ 27,413,215

$ 25,935,950

$ 782,988

$ 694,277

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Equities - Information Technology

Beginning Balance

$ 334,440

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

224,939

Cost of Purchases

20,532

Proceeds of Sales

(61,827)

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 518,084

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 205,618

Other Investments in Securities

Beginning Balance

$ 138,746

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

(29,746)

Cost of Purchases

68,699

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

(1,506)

Ending Balance

$ 176,193

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ (29,746)

The information used in the above reconciliations represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliations are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

87.5%

United Kingdom

2.1%

Ireland

1.8%

Canada

1.2%

Others (Individually Less Than 1%)

7.4%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

 

 December 31, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $639,318) - See accompanying schedule:

Unaffiliated issuers (cost $19,221,627)

$ 26,329,634

 

Fidelity Central Funds (cost $1,083,581)

1,083,581

 

Total Investments (cost $20,305,208)

 

$ 27,413,215

Receivable for investments sold

13,187

Receivable for fund shares sold

26,087

Dividends receivable

17,124

Interest receivable

351

Distributions receivable from Fidelity Central Funds

851

Prepaid expenses

58

Other receivables

706

Total assets

27,471,579

 

 

 

Liabilities

Payable for investments purchased

$ 40,740

Payable for fund shares redeemed

70,106

Accrued management fee

10,798

Distribution and service plan fees payable

5,860

Other affiliated payables

4,207

Other payables and accrued expenses

780

Collateral on securities loaned, at value

654,184

Total liabilities

786,675

 

 

 

Net Assets

$ 26,684,904

Net Assets consist of:

 

Paid in capital

$ 19,406,938

Undistributed net investment income

1,473

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

168,532

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

7,107,961

Net Assets

$ 26,684,904

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

 

 December 31, 2015

 

 

 

Calculation of Maximum Offering Price

Class A:

Net Asset Value and redemption price per share ($7,920,180 ÷ 302,944 shares)

$ 26.14

 

 

 

Maximum offering price per share (100/94.25 of $26.14)

$ 27.73

Class T:

Net Asset Value and redemption price per share ($2,070,979 ÷ 81,198 shares)

$ 25.51

 

 

 

Maximum offering price per share (100/96.50 of $25.51)

$ 26.44

Class B:

Net Asset Value and offering price per share ($107,098 ÷ 4,561 shares)A

$ 23.48

 

 

 

Class C:

Net Asset Value and offering price per share ($3,841,115 ÷ 162,100 shares)A

$ 23.70

 

 

 

Class I:

Net Asset Value, offering price and redemption price per share ($12,309,779 ÷ 462,262 shares)

$ 26.63

 

 

 

Class Z:

Net Asset Value, offering price and redemption price per share ($435,753 ÷ 16,351 shares)

$ 26.65

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Statement of Operations

Amounts in thousands

 Year ended December 31, 2015

 

 

 

Investment Income

 

 

Dividends

 

$ 304,033

Interest

 

970

Income from Fidelity Central Funds

 

6,523

Total income

 

311,526

 

 

 

Expenses

Management fee

 

 

Basic fee

$ 154,042

Performance adjustment

(21,482)

Transfer agent fees

49,884

Distribution and service plan fees

72,399

Accounting and security lending fees

2,108

Custodian fees and expenses

546

Independent trustees' compensation

120

Registration fees

454

Audit

114

Legal

66

Miscellaneous

190

Total expenses before reductions

258,441

Expense reductions

(1,273)

257,168

Net investment income (loss)

54,358

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

1,382,123

Foreign currency transactions

(838)

Total net realized gain (loss)

 

1,381,285

Change in net unrealized appreciation (depreciation) on:

Investment securities

(742,562)

Assets and liabilities in foreign currencies

(33)

Total change in net unrealized appreciation (depreciation)

 

(742,595)

Net gain (loss)

638,690

Net increase (decrease) in net assets resulting from operations

$ 693,048

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Year ended
December 31,
2015

Year ended
December 31,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 54,358

$ 34,475

Net realized gain (loss)

1,381,285

2,437,996

Change in net unrealized appreciation (depreciation)

(742,595)

(58,375)

Net increase (decrease) in net assets resulting from operations

693,048

2,414,096

Distributions to shareholders from net investment income

(46,051)

(31,791)

Distributions to shareholders from net realized gain

(1,142,480)

(2,046,943)

Total distributions

(1,188,531)

(2,078,734)

Share transactions - net increase (decrease)

(1,326,831)

2,177,978

Total increase (decrease) in net assets

(1,822,314)

2,513,340

 

 

 

Net Assets

Beginning of period

28,507,218

25,993,878

End of period (including undistributed net investment income of $1,473 and accumulated net investment loss of $531, respectively)

$ 26,684,904

$ 28,507,218

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class A

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.67

$ 26.32

$ 22.75

$ 19.72

$ 19.96

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .05

  .04

  .01

  .03

  (.05)

Net realized and unrealized gain (loss)

  .57

  2.34

  7.21

  3.09

  (.15)

Total from investment operations

  .62

  2.38

  7.22

  3.12

  (.20)

Distributions from net investment income

  (.02)

  -

  -

  -

  -

Distributions from net realized gain

  (1.13)

  (2.03)

  (3.65)

  (.09)

  (.04)

Total distributions

  (1.15)

  (2.03)

  (3.65)

  (.09)

  (.04)

Net asset value, end of period

$ 26.14

$ 26.67

$ 26.32

$ 22.75

$ 19.72

Total ReturnA, B

  2.39%

  9.20%

  32.36%

  15.84%

  (1.04)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  .92%

  .92%

  .94%

  1.01%

  1.08%

Expenses net of fee waivers, if any

  .91%

  .92%

  .94%

  1.01%

  1.08%

Expenses net of all reductions

  .91%

  .92%

  .94%

  1.00%

  1.07%

Net investment income (loss)

  .20%

  .13%

  .02%

  .13%

  (.23)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 7,920

$ 8,475

$ 8,634

$ 6,459

$ 5,809

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class T

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.10

$ 25.84

$ 22.44

$ 19.46

$ 19.74

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.01)

  (.03)

  (.06)

  (.02)

  (.10)

Net realized and unrealized gain (loss)

  .55

  2.31

  7.11

  3.04

  (.14)

Total from investment operations

  .54

  2.28

  7.05

  3.02

  (.24)

Distributions from net realized gain

  (1.13)

  (2.02)

  (3.65)

  (.04)

  (.04)

Net asset value, end of period

$ 25.51

$ 26.10

$ 25.84

$ 22.44

$ 19.46

Total ReturnA, B

  2.14%

  8.98%

  32.05%

  15.52%

  (1.25)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.17%

  1.17%

  1.18%

  1.25%

  1.32%

Expenses net of fee waivers, if any

  1.16%

  1.17%

  1.18%

  1.25%

  1.32%

Expenses net of all reductions

  1.16%

  1.17%

  1.18%

  1.24%

  1.32%

Net investment income (loss)

  (0.05)%

  (.11)%

  (.22)%

  (.11)%

  (.48)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 2,071

$ 2,219

$ 2,134

$ 1,795

$ 1,640

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class B

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.24

$ 24.27

$ 21.37

$ 18.60

$ 18.95

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.14)

  (.16)

  (.19)

  (.14)

  (.20)

Net realized and unrealized gain (loss)

  .51

  2.15

  6.74

  2.91

  (.15)

Total from investment operations

  .37

  1.99

  6.55

  2.77

  (.35)

Distributions from net realized gain

  (1.13)

  (2.02)

  (3.65)

  -

  -

Net asset value, end of period

$ 23.48

$ 24.24

$ 24.27

$ 21.37

$ 18.60

Total ReturnA, B

  1.60%

  8.36%

  31.31%

  14.89%

  (1.85)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.70%

  1.71%

  1.75%

  1.82%

  1.89%

Expenses net of fee waivers, if any

  1.70%

  1.71%

  1.75%

  1.82%

  1.89%

Expenses net of all reductions

  1.69%

  1.71%

  1.75%

  1.81%

  1.89%

Net investment income (loss)

  (.59)%

  (.66)%

  (.79)%

  (.68)%

  (1.05)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 107

$ 182

$ 213

$ 239

$ 309

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class C

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.45

$ 24.45

$ 21.49

$ 18.70

$ 19.03

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.14)

  (.16)

  (.18)

  (.13)

  (.19)

Net realized and unrealized gain (loss)

  .52

  2.18

  6.79

  2.92

  (.14)

Total from investment operations

  .38

  2.02

  6.61

  2.79

  (.33)

Distributions from net realized gain

  (1.13)

  (2.02)

  (3.65)

  -

  -

Net asset value, end of period

$ 23.70

$ 24.45

$ 24.45

$ 21.49

$ 18.70

Total ReturnA, B

  1.63%

  8.43%

  31.41%

  14.92%

  (1.73)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.67%

  1.67%

  1.69%

  1.75%

  1.83%

Expenses net of fee waivers, if any

  1.66%

  1.67%

  1.69%

  1.75%

  1.83%

Expenses net of all reductions

  1.66%

  1.67%

  1.69%

  1.75%

  1.82%

Net investment income (loss)

  (.55)%

  (.62)%

  (.73)%

  (.62)%

  (.98)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 3,841

$ 3,889

$ 3,459

$ 2,515

$ 2,133

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class I

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 27.15

$ 26.76

$ 23.02

$ 19.96

$ 20.14

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .13

  .11

  .07

  .09

  .01

Net realized and unrealized gain (loss)

  .57

  2.39

  7.32

  3.12

  (.15)

Total from investment operations

  .70

  2.50

  7.39

  3.21

  (.14)

Distributions from net investment income

  (.09)

  (.07)

  -

  (.02)

  -

Distributions from net realized gain

  (1.13)

  (2.04)

  (3.65)

  (.13)

  (.04)

Total distributions

  (1.22)

  (2.11)

  (3.65)

  (.15)

  (.04)

Net asset value, end of period

$ 26.63

$ 27.15

$ 26.76

$ 23.02

$ 19.96

Total ReturnA

  2.64%

  9.51%

  32.73%

  16.11%

  (.73)%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  .66%

  .67%

  .68%

  .74%

  .81%

Expenses net of fee waivers, if any

  .66%

  .67%

  .68%

  .74%

  .81%

Expenses net of all reductions

  .66%

  .67%

  .68%

  .74%

  .81%

Net investment income (loss)

  .45%

  .39%

  .28%

  .39%

  .03%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 12,310

$ 13,449

$ 11,477

$ 9,898

$ 7,169

Portfolio turnover rateD

  47%

  62%

  79%

  47%

  58%

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

B Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class Z

Years ended December 31,

2015

2014

2013 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 27.17

$ 26.78

$ 27.42

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .16

  .15

  .01

Net realized and unrealized gain (loss)

  .58

  2.39

  3.00

Total from investment operations

  .74

  2.54

  3.01

Distributions from net investment income

  (.12)

  (.10)

  -

Distributions from net realized gain

  (1.13)

  (2.04)

  (3.65)

Total distributions

  (1.26) J

  (2.15) I

  (3.65)

Net asset value, end of period

$ 26.65

$ 27.17

$ 26.78

Total ReturnB, C

  2.78%

  9.65%

  11.50%

Ratios to Average Net AssetsE, H

 

 

 

Expenses before reductions

  .53%

  .54%

  .55%A

Expenses net of fee waivers, if any

  .53%

  .54%

  .55%A

Expenses net of all reductions

  .53%

  .53%

  .55%A

Net investment income (loss)

  .58%

  .52%

  .14%A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 436

$ 294

$ 77

Portfolio turnover rateF

  47%

  62%

  79%A

A Annualized

B Total returns for periods of less than one year are not annualized.

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period August 13, 2013 (commencement of sale of shares) to December 31, 2013.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $2.15 per share is comprised of distributions from net investment income of $.104 and distributions from net realized gain of $2.041 per share.

J Total distributions of $1.26 per share is comprised of distributions from net investment income of $.124 and distributions from net realized gain of $1.134 per share.

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

Annual Report


Notes to Financial Statements

For the period ended December 31, 2015

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor New Insights Fund (the Fund) is a fund of Fidelity Contrafund (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Class I (formerly Institutional Class) and Class Z shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

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

Annual Report

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

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

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

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. 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. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

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.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted
Average

Impact to
Valuation from an Increase in
Input
*

Corporate Bonds

$ 230

Replacement cost

Recovery rate

1.0%

Increase

Equities

$ 694,047

Discount cash flow

Discount rate

8.0%

Decrease

 

 

 

Growth rate

3.0%

Increase

 

 

Expected distribution

Recovery rate

0.0%

Increase

 

 

Last transaction price

Transaction price

$0.99 - $89.00 / $63.43

Increase

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3. Significant Accounting Policies - continued

Investment Valuation - continued

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted
Average

Impact to
Valuation from an Increase in
Input
*

 

 

 

Adjusted transaction price

$31.12

Increase

 

 

 

Discount rate

50.0%

Decrease

 

 

Market comparable

EV/EBITDA multiple

9.8 - 27.0 / 21.6

Increase

 

 

 

EV/Sales multiple

1.2 - 7.8 / 5.2

Increase

 

 

 

P/B multiple

2.0

Increase

 

 

 

Discount rate

3.0% - 50.0% / 14.9%

Decrease

 

 

 

P/E multiple

12.1 - 14.2 / 13.2

Increase

 

 

 

Discount for lack of marketability

10.0% - 30.0% / 14.8%

Decrease

 

 

 

Premium rate

30.0%

Increase

 

 

 

EV/GP multiple

4.8

Increase

 

 

Partnership NAV

Partnership NAV

$26.60

Increase

 

 

Proposed transaction price

Transaction price

$1,831.90

Increase

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

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 December 31, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

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

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

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Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Foreign Currency - continued

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Annual Report

3. Significant Accounting Policies - continued

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

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 December 31, 2015, 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. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. 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 foreign currency transactions, passive foreign investment companies (PFIC), partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 8,013,814

Gross unrealized depreciation

(967,211)

Net unrealized appreciation (depreciation) on securities

$ 7,046,603

Tax Cost

$ 20,366,612

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

Undistributed ordinary income

$ 1,680

Undistributed long-term capital gain

$ 230,266

Net unrealized appreciation (depreciation) on securities and other investments

$ 7,046,556

The tax character of distributions paid was as follows:

 

December 31, 2015

December 31, 2014

Ordinary Income

$ 46,051

$ 46,491

Long-term Capital Gains

1,142,480

2,032,243

Total

$ 1,188,531

$ 2,078,734

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

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $12,891,360 and $15,138,883, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Class I of the Fund as compared to its benchmark index, the S&P 500 Index, over the same 36 month performance period. For the reporting period, the total annual management fee rate, including the performance adjustment, was .47% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 20,791

$ -

Class T

.25%

.25%

10,884

-

Class B

.75%

.25%

1,440

1,080

Class C

.75%

.25%

39,284

4,017

 

 

 

$ 72,399

$ 5,097

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 1,387

Class T

191

Class BA

43

Class C A

236

 

$ 1,857

A When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class Z. FIIOC receives an asset-based fee of Class Z's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Class-Level Average
Net Assets

Class A

$ 15,123

.18

Class T

3,921

.18

Class B

305

.21

Class C

7,128

.18

Class I

23,191

.18

Class Z

216

.05

 

$ 49,884

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $200 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates 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 Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $41 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $13,247. Security lending income represents the income earned on investing cash

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

7. Security Lending - continued

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. Total security lending income during the period amounted to $5,204, including $213 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $566 for the period.

In addition, 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. During the period, these credits reduced the Fund' custody expenses by $1.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund level operating expenses in the amount of $113 and a portion of class-level operating expenses as follows:

 

Amount

Class A

$ 189

Class T

49

Class B

5

Class C

80

Class I

270

 

$ 593

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2015

2014

From net investment income

 

 

Class A

$ 4,999

$ -

Class I

39,092

30,759

Class Z

1,960

1,032

Total

$ 46,051

$ 31,791

Annual Report

9. Distributions to Shareholders - continued

Years ended December 31,

2015

2014

From net realized gain

 

 

Class A

$ 336,609

$ 606,361

Class T

90,096

160,563

Class B

5,527

14,434

Class C

177,341

297,255

Class I

515,418

948,474

Class Z

17,489

19,856

Total

$ 1,142,480

$ 2,046,943

10. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 

Shares

Dollars

Years ended December 31,

2015

2014

2015

2014

Class A

 

 

 

 

Shares sold

43,674

56,480

$ 1,185,377

$ 1,535,803

Reinvestment of distributions

12,627

22,207

327,470

581,082

Shares redeemed

(71,066)

(89,074)

(1,931,743)

(2,443,351)

Net increase (decrease)

(14,765)

(10,387)

$ (418,896)

$ (326,466)

Class T

 

 

 

 

Shares sold

8,555

10,880

$ 226,885

$ 289,917

Reinvestment of distributions

3,329

5,820

84,272

149,046

Shares redeemed

(15,702)

(14,283)

(416,783)

(381,835)

Net increase (decrease)

(3,818)

2,417

$ (105,626)

$ 57,128

Class B

 

 

 

 

Shares sold

89

194

$ 2,138

$ 4,762

Reinvestment of distributions

210

541

4,926

12,886

Shares redeemed

(3,241)

(1,988)

(79,804)

(49,648)

Net increase (decrease)

(2,942)

(1,253)

$ (72,740)

$ (32,000)

Class C

 

 

 

 

Shares sold

20,651

25,077

$ 510,224

$ 628,846

Reinvestment of distributions

6,325

10,237

148,901

245,714

Shares redeemed

(23,947)

(17,713)

(594,182)

(446,482)

Net increase (decrease)

3,029

17,601

$ 64,943

$ 428,078

Class I

 

 

 

 

Shares sold

97,654

132,665

$ 2,700,232

$ 3,697,269

Reinvestment of distributions

18,139

30,790

478,968

819,710

Shares redeemed

(148,908)

(97,045)

(4,124,969)

(2,684,332)

Net increase (decrease)

(33,115)

66,410

$ (945,769)

$ 1,832,647

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

10. Share Transactions - continued

 

Shares

Dollars

Years ended December 31,

2015

2014

2015

2014

Class Z

 

 

 

 

Shares sold

12,793

8,291

$ 356,386

$ 229,233

Reinvestment of distributions

730

772

19,260

20,561

Shares redeemed

(7,992)

(1,117)

(224,389)

(31,203)

Net increase (decrease)

5,531

7,946

$ 151,257

$ 218,591

11. Other.

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

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Contrafund and the Shareholders of Fidelity Advisor New Insights Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor New Insights Fund (a fund of Fidelity Contrafund) at December 31, 2015, 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 periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor New Insights Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2015 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 19, 2016

Annual Report


Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 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 1-877-208-0098.

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.

Annual Report

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

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have 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. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity® funds' valuation-related activities, reporting and risk management. 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."

Annual Report

Trustees and Officers - continued

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+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity® funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014) and a Director of FMR and FMR Co., Inc. (investment adviser firms, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* 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.

Annual Report

Trustees and Officers - continued

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+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity® funds. Mr. Lacy serves as Chairman (2014-present) and a member (2010-present) of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes) and a Director of Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). He is a Trustee of the California Chapter of The Nature Conservancy (2015-present) and a Director of the Center for Advanced Study in the Behavioral Sciences at Stanford University (2015-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation (retail) and Chief Executive Officer and Chairman of the Board of Sears, Roebuck and Co. (retail, 2000-2005). Previously, Mr. Lacy served as Chairman (2008-2011) and a member (2006-2015) of the Board of Trustees of the National Parks Conservation Association and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity® funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity® funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity® funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present) and a non-executive Chairman of Health Equity, Inc. (health savings custodian, 2015-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity® funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity® funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2001

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity® funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity® funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ 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.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Officers:

Correspondence intended for an officer or Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

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

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. Mr. Bryant serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2015-present) and FMR Co., Inc. (investment adviser firm, 2015-present); Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2015-present) and Fidelity Investments Money Management, Inc. (investment adviser firm, 2015-present); and CLO of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2015-present). He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and CLO of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as 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).

John F. Papandrea (1972)

Year of Election or Appointment: 2016

Anti-Money Laundering (AML) Officer

 

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She 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 (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), FIAM LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Chief Compliance Officer of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2012-2016); Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The Board of Trustees of Advisor New Insights Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

02/16/16

02/12/16

$0.002

$0.228

 

 

 

 

 

Class T

02/16/16

02/12/16

$0.002

$0.228

 

 

 

 

 

Class B

02/16/16

02/12/16

$0.002

$0.228

 

 

 

 

 

Class C

02/16/16

02/12/16

$0.002

$0.228

The fund hereby designates as a capital gain with respect to the taxable year ended December 31, 2015, $1,365,326,089, or, if subsequently determined to be different, the net capital gain of such year.

Class A designates 100% of the dividends distributed during the fiscal year as qualifiying for the dividends-received deduction for corporate shareholders.

Class A designates 100% of dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor New Insights Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history. The Board noted that there was a portfolio management change for the fund in September 2013.

Annual Report

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Advisor New Insights Fund

nif222787

The Board has discussed with FMR the fund's underperformance (based on the December 31, 2014 data presented herein) and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance. The Board noted that the fund's performance has improved since the period shown.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, a securities index, thus leading to a performance adjustment for the same period. The Board noted that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the shareholders of the fund.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Annual Report

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment, relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Advisor New Insights Fund

nif222789

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014. The Board also noted the effect of the fund's performance adjustment, if any, on the fund's management fee ranking.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Annual Report

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board noted the impact of the fund's performance adjustment. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below its competitive median for 2014.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

Annual Report

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

FMR Investment Management
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

ANIF-UANN-0216
1.796408.112
Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments December 31, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

(Fidelity Investment logo)(registered trademark)

Fidelity Advisor ®

New Insights

Fund - Class I

(formerly Institutional Class)

Annual Report

December 31, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets,
as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

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 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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. © 2016 FMR LLC. All rights reserved.

Annual Report

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-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q 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.advisor.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.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 $10,000 table and the fund's 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 reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2015

Past 1
year

Past 5
years

Past 10
years

  Class I

2.64%

11.45%

8.02%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® New Insights Fund - Class I on December 31, 2005. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

nfi446358

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

Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks gained modestly in 2015, rebounding from a steep decline in August and September over worries about China's slowing economic growth. The S&P 500® index rose 1.38% for the period, its lowest calendar-year return since 2008. After the late-summer rout, stocks sharply reversed course in October, lifted by the Federal Reserve's decision to put off raising near-term interest rates until mid-December. Investors also were encouraged by an interest-rate cut in China and economic stimulus in Europe. Overall, growth stocks fared much better than their value counterparts, as investors sought growth in a subpar economic environment. This helped lift the technology-heavy Nasdaq Composite Index® 6.96% for the year. Sector performance in the broader market was split, with five of 10 sectors in the S&P 500® gaining ground and five retreating. Consumer discretionary (+10%) led the way, benefiting from rising personal income and low inflation. Health care (+7%), consumer staples (+7%) and information technology (+6%) also outpaced the broad market amid strong fundamentals. Conversely, the energy sector (-21%) was by far the worst performer, stung by deflated commodity prices that also hit materials (-8%). The defensive, but rate-sensitive utilities sector (-5%) lost ground on the cusp of Fed tightening, while industrials (-3%) were dragged down with energy prices and a slower-growing China.

Comments from Co-Portfolio Managers William Danoff and John Roth: For the year, the fund's share classes (excluding sales charges, if applicable) outpaced the benchmark S&P 500® index. The fund performed better than the benchmark because it owned a larger proportion of companies that increased earnings nicely - especially within information technology - despite economic headwinds overseas and a strong U.S. dollar. Our top relative contributor was Facebook, which continued to increase revenue at a very fast clip as users continued to spend more time on its apps and engage with the advertising on them. Within consumer discretionary, Starbucks and Nike helped, as each is introducing innovative products and using technology to fuel growth. All three contributors mentioned were among our largest holdings as of December 31, 2015. Conversely, underweighting Microsoft had the biggest negative influence on our relative result. Another notable detractor was our stake in Chipotle Mexican Grill. Shares were hampered by an unfortunate late-year outbreak of E. coli infections in some of its restaurants. The fund's modest cash position hampered performance versus the benchmark the past year. Lastly, our foreign holdings detracted amid a rising U.S. dollar.

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.

Annual Report


Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, and (2) ongoing costs, including 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 the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2015 to December 31, 2015).

Actual Expenses

The first line of the accompanying table for each class of the Fund 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 of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Annual Report

 

Annualized
Expense Ratio
B

Beginning
Account Value
July 1, 2015

Ending
Account Value
December 31, 2015

Expenses Paid
During Period
C
July 1, 2015
to December 31, 2015

Class A

.94%

 

 

 

Actual

 

$ 1,000.00

$ 984.80

$ 4.70

HypotheticalA

 

$ 1,000.00

$ 1,020.47

$ 4.79

Class T

1.19%

 

 

 

Actual

 

$ 1,000.00

$ 983.80

$ 5.95

HypotheticalA

 

$ 1,000.00

$ 1,019.21

$ 6.06

Class B

1.73%

 

 

 

Actual

 

$ 1,000.00

$ 980.90

$ 8.64

HypotheticalA

 

$ 1,000.00

$ 1,016.48

$ 8.79

Class C

1.69%

 

 

 

Actual

 

$ 1,000.00

$ 981.50

$ 8.44

HypotheticalA

 

$ 1,000.00

$ 1,016.69

$ 8.59

Class I

.69%

 

 

 

Actual

 

$ 1,000.00

$ 986.20

$ 3.45

HypotheticalA

 

$ 1,000.00

$ 1,021.73

$ 3.52

Class Z

.55%

 

 

 

Actual

 

$ 1,000.00

$ 986.90

$ 2.75

HypotheticalA

 

$ 1,000.00

$ 1,022.43

$ 2.80

A 5% return per year before expenses

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

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Facebook, Inc. Class A

4.8

3.5

Alphabet, Inc. Class A

3.3

0.8

Wells Fargo & Co.

2.8

2.8

Amazon.com, Inc.

2.4

0.6

Visa, Inc. Class A

2.3

1.9

Starbucks Corp.

2.1

1.8

JPMorgan Chase & Co.

1.7

1.8

Berkshire Hathaway, Inc. Class A

1.7

1.6

NIKE, Inc. Class B

1.7

1.3

Salesforce.com, Inc.

1.5

1.1

 

24.3

Top Five Market Sectors as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

28.1

22.2

Consumer Discretionary

19.3

16.7

Financials

17.0

18.4

Health Care

11.9

15.1

Industrials

7.0

6.4

Asset Allocation (% of fund's net assets)

As of December 31, 2015*

As of June 30, 2015**

nfi446360

Stocks 97.2%

 

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Stocks 95.4%

 

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Bonds 0.1%

 

nfi446366

Bonds 0.0%

 

nfi446368

Convertible
Securities 1.4%

 

nfi446370

Convertible
Securities 1.3%

 

nfi446372

Short-Term
Investments and
Net Other Assets (Liabilities) 1.3%

 

nfi446374

Short-Term
Investments and
Net Other Assets (Liabilities) 3.3%

 

* Foreign investments

12.5%

 

** Foreign investments

12.9%

 

nfi446376

Percentages shown as 0.0% may reflect amounts less than 0.05%.

Annual Report


Investments December 31, 2015

Showing Percentage of Net Assets

Common Stocks - 97.0%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 19.0%

Auto Components - 0.1%

Magna International, Inc. Class A (sub. vtg.)

631,100

$ 25,596

Automobiles - 1.3%

Fuji Heavy Industries Ltd.

140,800

5,800

General Motors Co.

1,299,600

44,199

Maruti Suzuki India Ltd. (a)

37,618

2,618

Tesla Motors, Inc. (a)(e)

1,192,124

286,122

 

338,739

Diversified Consumer Services - 0.1%

Bright Horizons Family Solutions, Inc. (a)

296,300

19,793

ServiceMaster Global Holdings, Inc. (a)

42,500

1,668

 

21,461

Hotels, Restaurants & Leisure - 4.9%

ARAMARK Holdings Corp.

4,706,900

151,798

Boyd Gaming Corp. (a)

82,000

1,629

Chipotle Mexican Grill, Inc. (a)

306,824

147,229

Domino's Pizza, Inc.

1,325,418

147,453

Dunkin' Brands Group, Inc. (e)

792,500

33,753

Hilton Worldwide Holdings, Inc.

700,700

14,995

Marriott International, Inc. Class A (e)

1,569,136

105,195

Royal Caribbean Cruises Ltd.

15,900

1,609

Starbucks Corp.

9,446,898

567,097

Vail Resorts, Inc.

9,950

1,274

Whitbread PLC

2,297,934

149,089

 

1,321,121

Household Durables - 0.8%

D.R. Horton, Inc.

4,644,424

148,761

Lennar Corp. Class A

467,500

22,865

Mohawk Industries, Inc. (a)

161,424

30,572

Tempur Sealy International, Inc. (a)

214,300

15,100

 

217,298

Internet & Catalog Retail - 4.2%

Amazon.com, Inc. (a)

944,940

638,675

Etsy, Inc.

764,751

6,317

Expedia, Inc.

112,300

13,959

Netflix, Inc. (a)

1,624,000

185,753

Priceline Group, Inc. (a)

188,017

239,712

TripAdvisor, Inc. (a)

347,787

29,649

Wayfair LLC Class A (a)

233,269

11,108

 

1,125,173

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Leisure Products - 0.0%

Hasbro, Inc.

167,744

$ 11,299

Media - 2.5%

Altice NV Class A (a)

234,647

3,379

Charter Communications, Inc. Class A (a)(e)

248,300

45,464

Comcast Corp. Class A

564,700

31,866

Interpublic Group of Companies, Inc.

33,100

771

Legend Pictures LLC (a)(g)(h)

13,925

25,509

Liberty Broadband Corp. Class A (a)

119,625

6,179

Liberty Global PLC:

Class A (a)

1,831,005

77,561

LiLAC Class A (a)

117,735

4,871

Liberty Media Corp. Class A (a)

59,300

2,328

Lions Gate Entertainment Corp. (e)

768,866

24,904

Naspers Ltd. Class N

316,500

43,261

Rightmove PLC

766,722

46,625

Sirius XM Holdings, Inc. (a)

1,766,300

7,189

Starz Series A (a)

245,500

8,224

The Walt Disney Co.

3,124,838

328,358

Weinstein Co. Holdings LLC Class A-1 unit (a)(g)(h)

2,267

678

 

657,167

Multiline Retail - 0.2%

Dollar Tree, Inc. (a)

421,200

32,525

Dollarama, Inc.

463,100

26,755

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

600

10

 

59,290

Specialty Retail - 2.5%

AutoZone, Inc. (a)

108,834

80,745

Foot Locker, Inc.

266,200

17,327

Home Depot, Inc.

804,300

106,369

L Brands, Inc.

119,200

11,422

O'Reilly Automotive, Inc. (a)

406,216

102,943

Signet Jewelers Ltd.

172,754

21,368

Tiffany & Co., Inc.

349,700

26,679

TJX Companies, Inc.

3,657,532

259,356

Ulta Salon, Cosmetics & Fragrance, Inc. (a)

239,600

44,326

 

670,535

Textiles, Apparel & Luxury Goods - 2.4%

Brunello Cucinelli SpA (e)

1,809,352

31,984

China Hongxing Sports Ltd. (a)

6,000,000

243

Coach, Inc.

53,000

1,735

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - continued

Hermes International SCA

269,900

$ 91,441

NIKE, Inc. Class B

7,020,178

438,761

Under Armour, Inc. Class A (sub. vtg.) (a)

785,138

63,290

 

627,454

TOTAL CONSUMER DISCRETIONARY

5,075,133

CONSUMER STAPLES - 6.3%

Beverages - 1.1%

Boston Beer Co., Inc. Class A (a)(e)

376,003

75,919

Coca-Cola Bottling Co. Consolidated

8,487

1,549

Constellation Brands, Inc. Class A (sub. vtg.)

1,436,000

204,544

Kweichow Moutai Co. Ltd.

49,400

1,655

Monster Beverage Corp.

19,700

2,935

The Coca-Cola Co.

461,700

19,835

 

306,437

Food & Staples Retailing - 1.7%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

382,200

16,824

Costco Wholesale Corp.

1,118,525

180,642

CVS Health Corp.

1,801,925

176,174

Kroger Co.

193,100

8,077

Tesco PLC

26,488,500

58,203

 

439,920

Food Products - 1.4%

Associated British Foods PLC

3,689,092

181,753

Mead Johnson Nutrition Co. Class A

842,500

66,515

Mondelez International, Inc.

1,929,743

86,530

Pinnacle Foods, Inc.

655,500

27,833

Post Holdings, Inc. (a)

79,700

4,917

The Hain Celestial Group, Inc. (a)

234,200

9,459

The Kraft Heinz Co.

33,600

2,445

 

379,452

Household Products - 0.7%

Colgate-Palmolive Co.

2,877,049

191,669

Spectrum Brands Holdings, Inc.

16,100

1,639

 

193,308

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Personal Products - 1.4%

Estee Lauder Companies, Inc. Class A

3,352,744

$ 295,243

L'Oreal SA

445,101

75,121

 

370,364

TOTAL CONSUMER STAPLES

1,689,481

ENERGY - 5.2%

Energy Equipment & Services - 1.1%

Oceaneering International, Inc.

1,798,799

67,491

Schlumberger Ltd.

3,128,823

218,235

 

285,726

Oil, Gas & Consumable Fuels - 4.1%

Anadarko Petroleum Corp.

2,142,246

104,070

Antero Resources Corp. (a)(e)

3,359,456

73,236

Birchcliff Energy Ltd. (a)

353,000

1,031

Birchcliff Energy Ltd. (a)(f)

585,400

1,709

Cabot Oil & Gas Corp.

3,589,580

63,500

Canadian Natural Resources Ltd.

403,400

8,810

Chevron Corp.

2,134,300

192,002

Cimarex Energy Co.

103,800

9,278

Concho Resources, Inc. (a)

25,680

2,385

Diamondback Energy, Inc.

440,300

29,456

EOG Resources, Inc.

2,008,960

142,214

Exxon Mobil Corp.

2,366,000

184,430

Golar LNG Ltd.

1,200,000

18,948

Marathon Petroleum Corp.

521,800

27,050

Memorial Resource Development Corp. (a)

1,226,100

19,802

Noble Energy, Inc.

1,454,861

47,909

Phillips 66 Co.

171,600

14,037

Pioneer Natural Resources Co.

511,200

64,094

Tesoro Corp.

253,200

26,680

Valero Energy Corp.

649,800

45,947

Williams Partners LP

1,000,000

27,850

 

1,104,438

TOTAL ENERGY

1,390,164

FINANCIALS - 16.9%

Banks - 8.5%

Bank of America Corp.

16,540,427

278,375

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Banks - continued

Bank of Ireland (a)

248,940,628

$ 91,982

Citigroup, Inc.

3,109,700

160,927

First Republic Bank

650,200

42,952

HDFC Bank Ltd. sponsored ADR

1,983,672

122,194

JPMorgan Chase & Co.

6,903,000

455,805

Kotak Mahindra Bank Ltd.

539,207

5,885

Metro Bank PLC Class A (a)(h)

419,395

7,289

PNC Financial Services Group, Inc.

1,177,489

112,226

SunTrust Banks, Inc.

650,000

27,846

U.S. Bancorp

5,154,114

219,926

Virgin Money Holdings Uk PLC

159,281

894

Wells Fargo & Co.

13,581,256

738,277

 

2,264,578

Capital Markets - 1.7%

BlackRock, Inc. Class A

401,046

136,564

Charles Schwab Corp.

1,875,964

61,775

Goldman Sachs Group, Inc.

94,816

17,089

KKR & Co. LP

2,723,728

42,463

Morgan Stanley

4,221,177

134,276

Oaktree Capital Group LLC Class A

1,290,176

61,567

 

453,734

Consumer Finance - 0.2%

Credit Acceptance Corp. (a)(e)

25,500

5,458

LendingClub Corp. (e)

878,700

9,710

Synchrony Financial (a)

909,439

27,656

 

42,824

Diversified Financial Services - 1.9%

Berkshire Hathaway, Inc. Class A (a)

2,240

443,072

IntercontinentalExchange, Inc.

96,736

24,790

McGraw Hill Financial, Inc.

506,690

49,950

MSCI, Inc. Class A

22,900

1,652

 

519,464

Insurance - 3.6%

ACE Ltd.

1,323,595

154,662

AIA Group Ltd.

27,856,000

166,442

American International Group, Inc.

4,814,100

298,330

Fairfax Financial Holdings Ltd. (sub. vtg.)

159,000

75,485

FNF Group

760,000

26,349

James River Group Holdings Ltd.

42,400

1,422

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

The Chubb Corp.

1,540,778

$ 204,369

The Travelers Companies, Inc.

326,563

36,856

 

963,915

Real Estate Investment Trusts - 0.6%

American Tower Corp.

1,263,175

122,465

Equity Residential (SBI)

527,900

43,071

Public Storage

32,600

8,075

 

173,611

Real Estate Management & Development - 0.4%

Realogy Holdings Corp. (a)

2,627,600

96,354

TOTAL FINANCIALS

4,514,480

HEALTH CARE - 11.7%

Biotechnology - 2.2%

Agios Pharmaceuticals, Inc. (a)(e)

846,562

54,959

Alexion Pharmaceuticals, Inc. (a)

43,700

8,336

Amgen, Inc.

582,799

94,606

Anacor Pharmaceuticals, Inc. (a)

45,000

5,084

Baxalta, Inc.

43,000

1,678

Biogen, Inc. (a)

90,786

27,812

bluebird bio, Inc. (a)

104,300

6,698

Celgene Corp. (a)

617,800

73,988

Cellectis SA sponsored ADR

14,018

435

Cidara Therapeutics, Inc.

54,248

931

Genmab A/S (a)

48,800

6,489

Gilead Sciences, Inc.

2,362,528

239,064

Incyte Corp. (a)

44,700

4,848

Intrexon Corp. (a)(e)

794,681

23,960

Light Sciences Oncology, Inc. (a)

2,708,254

0

Myriad Genetics, Inc. (a)(e)

171,700

7,411

NantKwest, Inc. (a)

982

17

Neurocrine Biosciences, Inc. (a)

64,760

3,663

Regeneron Pharmaceuticals, Inc. (a)

68,100

36,969

Ultragenyx Pharmaceutical, Inc. (a)

31,800

3,567

 

600,515

Health Care Equipment & Supplies - 2.2%

Align Technology, Inc. (a)

502,658

33,100

Becton, Dickinson & Co.

330,896

50,988

Boston Scientific Corp. (a)

5,694,824

105,013

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

C.R. Bard, Inc.

157,138

$ 29,768

DENTSPLY International, Inc.

446,689

27,181

DexCom, Inc. (a)

743,938

60,929

Edwards Lifesciences Corp. (a)

957,556

75,628

I-Pulse, Inc. (a)(h)

58,562

504

Intuitive Surgical, Inc. (a)

6,000

3,277

Medtronic PLC

1,190,300

91,558

Sirona Dental Systems, Inc. (a)

15,100

1,655

Teleflex, Inc.

127,300

16,734

The Cooper Companies, Inc.

592,851

79,561

 

575,896

Health Care Providers & Services - 2.3%

Aetna, Inc.

518,948

56,109

Cigna Corp.

385,200

56,366

Henry Schein, Inc. (a)

1,352,981

214,028

Teladoc, Inc. (e)

220,320

3,957

UnitedHealth Group, Inc.

2,109,200

248,126

Universal Health Services, Inc. Class B

223,700

26,730

VCA, Inc. (a)

30,000

1,650

 

606,966

Health Care Technology - 0.3%

Castlight Health, Inc. (a)

1,325,100

5,658

Cerner Corp. (a)

1,283,430

77,224

Medidata Solutions, Inc. (a)

38,800

1,912

 

84,794

Life Sciences Tools & Services - 1.9%

Eurofins Scientific SA

451,984

158,091

Illumina, Inc. (a)

272,451

52,296

Mettler-Toledo International, Inc. (a)

414,209

140,471

Thermo Fisher Scientific, Inc.

790,169

112,085

Waters Corp. (a)

370,312

49,837

 

512,780

Pharmaceuticals - 2.8%

Astellas Pharma, Inc.

5,410,700

77,025

Bristol-Myers Squibb Co.

2,835,500

195,054

Eli Lilly & Co.

681,000

57,381

Intra-Cellular Therapies, Inc. (a)

102,525

5,515

Jiangsu Hengrui Medicine Co. Ltd.

206,200

1,555

Johnson & Johnson

1,362,356

139,941

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Novo Nordisk A/S Series B

1,380,701

$ 79,940

Perrigo Co. PLC

352,485

51,005

Sino Biopharmaceutical Ltd.

1,782,000

1,611

Teva Pharmaceutical Industries Ltd. sponsored ADR

2,045,100

134,240

 

743,267

TOTAL HEALTH CARE

3,124,218

INDUSTRIALS - 6.9%

Aerospace & Defense - 1.5%

Esterline Technologies Corp. (a)

305,800

24,770

General Dynamics Corp.

643,500

88,391

Space Exploration Technologies Corp. Class A (a)(h)

50,886

4,529

Teledyne Technologies, Inc. (a)

269,600

23,914

The Boeing Co.

1,385,564

200,339

TransDigm Group, Inc. (a)

251,772

57,517

 

399,460

Air Freight & Logistics - 0.4%

C.H. Robinson Worldwide, Inc.

318,200

19,735

FedEx Corp.

561,010

83,585

 

103,320

Airlines - 1.3%

Alaska Air Group, Inc.

108,900

8,768

InterGlobe Aviation Ltd. (a)

15,177

281

Ryanair Holdings PLC sponsored ADR

2,393,200

206,916

Southwest Airlines Co.

3,204,200

137,973

 

353,938

Building Products - 0.7%

ASSA ABLOY AB (B Shares)

77,800

1,629

Fortune Brands Home & Security, Inc.

1,354,789

75,191

Toto Ltd.

3,057,000

107,399

 

184,219

Construction & Engineering - 0.0%

Jacobs Engineering Group, Inc. (a)

117,100

4,912

Electrical Equipment - 0.2%

Acuity Brands, Inc.

204,192

47,740

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Industrial Conglomerates - 0.8%

Danaher Corp.

1,127,868

$ 104,756

General Electric Co.

3,351,874

104,411

 

209,167

Machinery - 0.0%

PACCAR, Inc.

35,700

1,692

Rational AG

27,692

12,570

 

14,262

Professional Services - 0.7%

Equifax, Inc.

568,698

63,336

Robert Half International, Inc.

249,500

11,761

Verisk Analytics, Inc. (a)

1,376,595

105,833

 

180,930

Road & Rail - 0.4%

Canadian Pacific Railway Ltd. (e)

630,232

80,495

Genesee & Wyoming, Inc. Class A (a)

173,134

9,296

J.B. Hunt Transport Services, Inc.

303,230

22,245

 

112,036

Trading Companies & Distributors - 0.9%

Air Lease Corp.:

Class A (f)

320,800

10,740

Class A

2,333,511

78,126

HD Supply Holdings, Inc. (a)

780,200

23,429

United Rentals, Inc. (a)

1,602,600

116,253

 

228,548

TOTAL INDUSTRIALS

1,838,532

INFORMATION TECHNOLOGY - 27.3%

Communications Equipment - 0.3%

Juniper Networks, Inc.

370,700

10,231

Motorola Solutions, Inc.

280,900

19,228

Palo Alto Networks, Inc. (a)

8,900

1,568

Qualcomm Technologies, Inc.

663,800

33,180

 

64,207

Electronic Equipment & Components - 1.9%

Amphenol Corp. Class A

7,419,672

387,529

CDW Corp.

1,140,000

47,926

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Electronic Equipment & Components - continued

Fitbit, Inc.

185,200

$ 5,480

IPG Photonics Corp. (a)

857,676

76,470

 

517,405

Internet Software & Services - 11.1%

Akamai Technologies, Inc. (a)

1,648,600

86,766

Alibaba Group Holding Ltd. sponsored ADR (a)

440,100

35,767

Alphabet, Inc.:

Class A (a)

1,147,954

893,120

Class C

534,398

405,544

Dropbox, Inc. (a)(h)

1,289,836

17,322

eBay, Inc. (a)

1,561,500

42,910

Endurance International Group Holdings, Inc. (a)

3,512,300

38,389

Facebook, Inc. Class A (a)

12,348,459

1,292,376

GoDaddy, Inc. (a)

1,418,900

45,490

LinkedIn Corp. Class A (a)

73,066

16,446

LogMeIn, Inc. (a)

206,625

13,865

NetEase, Inc. sponsored ADR

9,200

1,667

Shutterstock, Inc. (a)(e)

390,350

12,624

Stamps.com, Inc. (a)

148,600

16,288

SurveyMonkey (h)

2,069,881

31,773

Tencent Holdings Ltd.

215,400

4,218

Twitter, Inc. (a)

67,200

1,555

VeriSign, Inc. (a)(e)

34,900

3,049

 

2,959,169

IT Services - 6.4%

Alliance Data Systems Corp. (a)

162,059

44,821

ASAC II LP (a)(h)

9,408,021

250,265

Cognizant Technology Solutions Corp. Class A (a)

1,481,200

88,902

Fidelity National Information Services, Inc.

416,230

25,224

First Data Corp.

4,890,003

70,504

First Data Corp. Class A (a)

2,739,900

43,893

Fiserv, Inc. (a)

1,323,892

121,083

FleetCor Technologies, Inc. (a)

219,200

31,330

Gartner, Inc. Class A (a)

17,800

1,614

Global Payments, Inc.

134,700

8,689

IBM Corp.

81,900

11,271

MasterCard, Inc. Class A

2,512,935

244,659

PayPal Holdings, Inc. (a)

2,753,721

99,685

Total System Services, Inc.

893,560

44,499

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - continued

Vantiv, Inc. (a)

55,200

$ 2,618

Visa, Inc. Class A

8,030,896

622,796

 

1,711,853

Semiconductors & Semiconductor Equipment - 1.1%

Analog Devices, Inc.

788,300

43,609

ARM Holdings PLC

843,500

12,857

Avago Technologies Ltd.

1,130,345

164,070

Broadcom Corp. Class A

869,800

50,292

Inphi Corp. (a)

225,937

6,105

NXP Semiconductors NV (a)

96,700

8,147

Skyworks Solutions, Inc.

150,700

11,578

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

135,300

3,078

 

299,736

Software - 5.4%

Activision Blizzard, Inc.

1,485,953

57,521

Adobe Systems, Inc. (a)

1,941,861

182,418

Atlassian Corp. PLC

75,500

2,271

Electronic Arts, Inc. (a)

1,373,900

94,414

Fleetmatics Group PLC (a)

157,700

8,010

Intuit, Inc.

429,000

41,399

Manhattan Associates, Inc. (a)

38,800

2,567

Microsoft Corp.

6,385,713

354,279

Mobileye NV (a)(e)

1,188,420

50,246

NetSuite, Inc. (a)(e)

483,689

40,930

RealPage, Inc. (a)

71,100

1,596

Red Hat, Inc. (a)

372,903

30,880

Salesforce.com, Inc. (a)

5,210,512

408,504

ServiceNow, Inc. (a)

313,800

27,163

Trion World Network, Inc.:

warrants 8/10/17 (a)(h)

18,952

0

warrants 10/3/18 (a)(h)

27,736

0

Tyler Technologies, Inc. (a)

28,300

4,933

Ultimate Software Group, Inc. (a)

446,866

87,367

Workday, Inc. Class A (a)

596,000

47,489

 

1,441,987

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 1.1%

Apple, Inc.

2,732,300

$ 287,602

Pure Storage, Inc. Class A (a)(e)

194,800

3,033

 

290,635

TOTAL INFORMATION TECHNOLOGY

7,284,992

MATERIALS - 3.5%

Chemicals - 2.6%

Airgas, Inc.

475,000

65,702

Ecolab, Inc.

612,513

70,059

LyondellBasell Industries NV Class A

1,061,000

92,201

Monsanto Co.

747,467

73,640

PPG Industries, Inc.

2,165,864

214,031

Sherwin-Williams Co.

714,036

185,364

The Dow Chemical Co.

35,600

1,833

 

702,830

Construction Materials - 0.2%

Martin Marietta Materials, Inc.

300,834

41,088

Containers & Packaging - 0.4%

Ball Corp.

45,000

3,273

Sealed Air Corp.

581,500

25,935

WestRock Co.

1,861,418

84,918

 

114,126

Metals & Mining - 0.3%

B2Gold Corp. (a)

26,434,432

26,746

Franco-Nevada Corp.

773,961

35,406

GoviEx Uranium, Inc. (a)

851,865

28

GoviEx Uranium, Inc. (a)(f)

23,200

1

GoviEx Uranium, Inc. Class A (f)

2,625,135

85

Ivanhoe Mines Ltd. (a)

953,200

420

Newcrest Mining Ltd. (a)

966,740

9,148

Novagold Resources, Inc. (a)

840,100

3,527

 

75,361

TOTAL MATERIALS

933,405

TELECOMMUNICATION SERVICES - 0.1%

Wireless Telecommunication Services - 0.1%

T-Mobile U.S., Inc. (a)

356,600

13,950

Common Stocks - continued

Shares

Value (000s)

UTILITIES - 0.1%

Electric Utilities - 0.1%

IDACORP, Inc.

400,000

$ 27,200

TOTAL COMMON STOCKS

(Cost $18,907,920)


25,891,555

Preferred Stocks - 1.6%

 

 

 

 

Convertible Preferred Stocks - 1.4%

CONSUMER DISCRETIONARY - 0.1%

Household Durables - 0.1%

Blu Homes, Inc. Series A, 5.00% (a)(h)

7,091,632

28,650

Media - 0.0%

Mode Media Corp. Series M-1, 8.00% (a)(h)

165,366

164

TOTAL CONSUMER DISCRETIONARY

28,814

CONSUMER STAPLES - 0.1%

Food & Staples Retailing - 0.1%

Blue Apron, Inc. Series D (h)

1,110,537

15,958

FINANCIALS - 0.1%

Consumer Finance - 0.1%

Oportun Finance Corp. Series H (h)

10,791,166

32,913

HEALTH CARE - 0.2%

Biotechnology - 0.1%

23andMe, Inc. Series E (h)

166,247

1,800

Intarcia Therapeutics, Inc. Series CC (a)(h)

516,522

16,074

 

17,874

Life Sciences Tools & Services - 0.1%

Living Proof, Inc. 8.00% (a)(h)

10,369,703

28,724

TOTAL HEALTH CARE

46,598

INDUSTRIALS - 0.1%

Aerospace & Defense - 0.1%

Space Exploration Technologies Corp. Series G (h)

145,254

12,928

Preferred Stocks - continued

Shares

Value (000s)

Convertible Preferred Stocks - continued

INFORMATION TECHNOLOGY - 0.8%

Internet Software & Services - 0.7%

Dropbox, Inc.:

Series A (a)(h)

299,518

$ 4,023

Series C (a)(h)

161,770

2,173

Pinterest, Inc.:

Series E, 8.00% (a)(h)

13,203,155

99,789

Series F, 8.00% (a)(h)

8,808,645

66,576

Series G, 8.00% (h)

1,676,455

12,671

 

185,232

IT Services - 0.0%

Nutanix, Inc. Series E (a)(h)

783,938

11,704

Software - 0.1%

Cloudera, Inc. Series F (a)(h)

312,284

10,252

Trion World Network, Inc.:

Series C, 8.00% (a)(h)

602,295

404

Series C-1, 8.00% (a)(h)

47,380

32

Series D, 8.00% (a)(h)

50,840

34

Twilio, Inc. Series E (h)

751,240

11,066

 

21,788

TOTAL INFORMATION TECHNOLOGY

218,724

TOTAL CONVERTIBLE PREFERRED STOCKS

355,935

Nonconvertible Preferred Stocks - 0.2%

CONSUMER DISCRETIONARY - 0.2%

Automobiles - 0.2%

Volkswagen AG

426,900

61,636

TOTAL PREFERRED STOCKS

(Cost $287,255)


417,571

Corporate Bonds - 0.1%

 

Principal Amount
(000s) (d)

Value (000s)

Convertible Bonds - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Software - 0.0%

Trion World Network, Inc. 15% 10/10/19 pay-in-kind (h)

$ 230

$ 230

Nonconvertible Bonds - 0.1%

ENERGY - 0.1%

Energy Equipment & Services - 0.1%

Pacific Drilling SA 5.375% 6/1/20 (f)

39,145

16,245

FINANCIALS - 0.0%

Banks - 0.0%

Bank of Ireland 10% 7/30/16

EUR

3,571

4,033

TOTAL NONCONVERTIBLE BONDS

20,278

TOTAL CORPORATE BONDS

(Cost $26,452)


20,508

Money Market Funds - 4.0%

Shares

 

Fidelity Cash Central Fund, 0.33% (b)

429,397,325

429,397

Fidelity Securities Lending Cash Central Fund, 0.35% (b)(c)

654,183,980

654,184

TOTAL MONEY MARKET FUNDS

(Cost $1,083,581)


1,083,581

TOTAL INVESTMENT PORTFOLIO - 102.7%

(Cost $20,305,208)

27,413,215

NET OTHER ASSETS (LIABILITIES) - (2.7)%

(728,311)

NET ASSETS - 100%

$ 26,684,904

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

(b) 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.

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

(d) Amount is stated in United States dollars unless otherwise noted.

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

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $28,780,000 or 0.1% of net assets.

(g) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(h) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $694,034,000 or 2.6% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

23andMe, Inc. Series E

6/18/15

$ 1,800

ASAC II LP

10/10/13

$ 94,080

Blu Homes, Inc. Series A, 5.00%

6/10/13 - 12/30/14

$ 32,763

Blue Apron, Inc. Series D

5/18/15

$ 14,800

Cloudera, Inc. Series F

2/5/14

$ 4,547

Dropbox, Inc.

5/2/12

$ 11,672

Dropbox, Inc. Series A

5/29/12

$ 2,710

Dropbox, Inc. Series C

1/30/14

$ 3,090

I-Pulse, Inc.

3/18/10

$ 94

Intarcia Therapeutics, Inc. Series CC

11/14/12

$ 7,040

Legend Pictures LLC

9/23/10 - 6/10/15

$ 18,474

Living Proof, Inc. 8.00%

2/13/13

$ 18,400

Metro Bank PLC Class A

5/21/12 - 12/6/13

$ 7,616

Mode Media Corp. Series M-1, 8.00%

3/19/08

$ 3,508

Nutanix, Inc. Series E

8/26/14

$ 10,502

Security

Acquisition Date

Acquisition Cost (000s)

Oportun Finance Corp. Series H

2/6/15

$ 30,726

Pinterest, Inc. Series E, 8.00%

10/23/13

$ 38,370

Pinterest, Inc. Series F, 8.00%

5/15/14

$ 29,923

Pinterest, Inc. Series G, 8.00%

2/27/15

$ 12,035

Space Exploration Technologies Corp. Class A

10/16/15

$ 4,529

Space Exploration Technologies Corp. Series G

1/20/15

$ 11,251

SurveyMonkey

12/15/14

$ 34,050

Trion World Network, Inc. warrants 8/10/17

8/10/10

$ 0

Trion World Network, Inc. warrants 10/3/18

10/10/13

$ 0

Security

Acquisition Date

Acquisition Cost (000s)

Trion World Network, Inc. Series C, 8.00%

8/22/08

$ 3,307

Trion World Network, Inc. Series C-1, 8.00%

8/10/10

$ 260

Trion World Network, Inc. Series D, 8.00%

3/20/13

$ 267

Trion World Network, Inc. 15% 10/10/19 pay-in-kind

10/10/13 - 10/10/15

$ 230

Twilio, Inc. Series E

4/24/15

$ 8,497

Weinstein Co. Holdings LLC Class A-1 unit

10/19/05

$ 2,299

Values shown as $0 may reflect amounts less than $500.

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 1,319

Fidelity Securities Lending Cash Central Fund

5,204

Total

$ 6,523

Other Information

The following is a summary of the inputs used, as of December 31, 2015, 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 in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 5,165,583

$ 4,965,040

$ 145,299

$ 55,244

Consumer Staples

1,705,439

1,629,623

59,858

15,958

Energy

1,390,164

1,390,164

-

-

Financials

4,547,393

4,334,864

172,327

40,202

Health Care

3,170,816

2,957,094

166,620

47,102

Industrials

1,851,460

1,712,124

121,879

17,457

Information Technology

7,503,716

6,898,053

87,579

518,084

Materials

933,405

924,257

9,148

-

Telecommunication Services

13,950

13,950

-

-

Utilities

27,200

27,200

-

-

Corporate Bonds

20,508

-

20,278

230

Money Market Funds

1,083,581

1,083,581

-

-

Total Investments in Securities:

$ 27,413,215

$ 25,935,950

$ 782,988

$ 694,277

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Equities - Information Technology

Beginning Balance

$ 334,440

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

224,939

Cost of Purchases

20,532

Proceeds of Sales

(61,827)

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 518,084

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 205,618

Other Investments in Securities

Beginning Balance

$ 138,746

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

(29,746)

Cost of Purchases

68,699

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

(1,506)

Ending Balance

$ 176,193

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ (29,746)

The information used in the above reconciliations represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliations are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

87.5%

United Kingdom

2.1%

Ireland

1.8%

Canada

1.2%

Others (Individually Less Than 1%)

7.4%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

 

 December 31, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $639,318) - See accompanying schedule:

Unaffiliated issuers (cost $19,221,627)

$ 26,329,634

 

Fidelity Central Funds (cost $1,083,581)

1,083,581

 

Total Investments (cost $20,305,208)

 

$ 27,413,215

Receivable for investments sold

13,187

Receivable for fund shares sold

26,087

Dividends receivable

17,124

Interest receivable

351

Distributions receivable from Fidelity Central Funds

851

Prepaid expenses

58

Other receivables

706

Total assets

27,471,579

 

 

 

Liabilities

Payable for investments purchased

$ 40,740

Payable for fund shares redeemed

70,106

Accrued management fee

10,798

Distribution and service plan fees payable

5,860

Other affiliated payables

4,207

Other payables and accrued expenses

780

Collateral on securities loaned, at value

654,184

Total liabilities

786,675

 

 

 

Net Assets

$ 26,684,904

Net Assets consist of:

 

Paid in capital

$ 19,406,938

Undistributed net investment income

1,473

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

168,532

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

7,107,961

Net Assets

$ 26,684,904

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

 

 December 31, 2015

 

 

 

Calculation of Maximum Offering Price

Class A:

Net Asset Value and redemption price per share ($7,920,180 ÷ 302,944 shares)

$ 26.14

 

 

 

Maximum offering price per share (100/94.25 of $26.14)

$ 27.73

Class T:

Net Asset Value and redemption price per share ($2,070,979 ÷ 81,198 shares)

$ 25.51

 

 

 

Maximum offering price per share (100/96.50 of $25.51)

$ 26.44

Class B:

Net Asset Value and offering price per share ($107,098 ÷ 4,561 shares)A

$ 23.48

 

 

 

Class C:

Net Asset Value and offering price per share ($3,841,115 ÷ 162,100 shares)A

$ 23.70

 

 

 

Class I:

Net Asset Value, offering price and redemption price per share ($12,309,779 ÷ 462,262 shares)

$ 26.63

 

 

 

Class Z:

Net Asset Value, offering price and redemption price per share ($435,753 ÷ 16,351 shares)

$ 26.65

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Statement of Operations

Amounts in thousands

 Year ended December 31, 2015

 

 

 

Investment Income

 

 

Dividends

 

$ 304,033

Interest

 

970

Income from Fidelity Central Funds

 

6,523

Total income

 

311,526

 

 

 

Expenses

Management fee

 

 

Basic fee

$ 154,042

Performance adjustment

(21,482)

Transfer agent fees

49,884

Distribution and service plan fees

72,399

Accounting and security lending fees

2,108

Custodian fees and expenses

546

Independent trustees' compensation

120

Registration fees

454

Audit

114

Legal

66

Miscellaneous

190

Total expenses before reductions

258,441

Expense reductions

(1,273)

257,168

Net investment income (loss)

54,358

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

1,382,123

Foreign currency transactions

(838)

Total net realized gain (loss)

 

1,381,285

Change in net unrealized appreciation (depreciation) on:

Investment securities

(742,562)

Assets and liabilities in foreign currencies

(33)

Total change in net unrealized appreciation (depreciation)

 

(742,595)

Net gain (loss)

638,690

Net increase (decrease) in net assets resulting from operations

$ 693,048

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Year ended
December 31,
2015

Year ended
December 31,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 54,358

$ 34,475

Net realized gain (loss)

1,381,285

2,437,996

Change in net unrealized appreciation (depreciation)

(742,595)

(58,375)

Net increase (decrease) in net assets resulting from operations

693,048

2,414,096

Distributions to shareholders from net investment income

(46,051)

(31,791)

Distributions to shareholders from net realized gain

(1,142,480)

(2,046,943)

Total distributions

(1,188,531)

(2,078,734)

Share transactions - net increase (decrease)

(1,326,831)

2,177,978

Total increase (decrease) in net assets

(1,822,314)

2,513,340

 

 

 

Net Assets

Beginning of period

28,507,218

25,993,878

End of period (including undistributed net investment income of $1,473 and accumulated net investment loss of $531, respectively)

$ 26,684,904

$ 28,507,218

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class A

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.67

$ 26.32

$ 22.75

$ 19.72

$ 19.96

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .05

  .04

  .01

  .03

  (.05)

Net realized and unrealized gain (loss)

  .57

  2.34

  7.21

  3.09

  (.15)

Total from investment operations

  .62

  2.38

  7.22

  3.12

  (.20)

Distributions from net investment income

  (.02)

  -

  -

  -

  -

Distributions from net realized gain

  (1.13)

  (2.03)

  (3.65)

  (.09)

  (.04)

Total distributions

  (1.15)

  (2.03)

  (3.65)

  (.09)

  (.04)

Net asset value, end of period

$ 26.14

$ 26.67

$ 26.32

$ 22.75

$ 19.72

Total ReturnA, B

  2.39%

  9.20%

  32.36%

  15.84%

  (1.04)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  .92%

  .92%

  .94%

  1.01%

  1.08%

Expenses net of fee waivers, if any

  .91%

  .92%

  .94%

  1.01%

  1.08%

Expenses net of all reductions

  .91%

  .92%

  .94%

  1.00%

  1.07%

Net investment income (loss)

  .20%

  .13%

  .02%

  .13%

  (.23)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 7,920

$ 8,475

$ 8,634

$ 6,459

$ 5,809

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class T

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.10

$ 25.84

$ 22.44

$ 19.46

$ 19.74

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.01)

  (.03)

  (.06)

  (.02)

  (.10)

Net realized and unrealized gain (loss)

  .55

  2.31

  7.11

  3.04

  (.14)

Total from investment operations

  .54

  2.28

  7.05

  3.02

  (.24)

Distributions from net realized gain

  (1.13)

  (2.02)

  (3.65)

  (.04)

  (.04)

Net asset value, end of period

$ 25.51

$ 26.10

$ 25.84

$ 22.44

$ 19.46

Total ReturnA, B

  2.14%

  8.98%

  32.05%

  15.52%

  (1.25)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.17%

  1.17%

  1.18%

  1.25%

  1.32%

Expenses net of fee waivers, if any

  1.16%

  1.17%

  1.18%

  1.25%

  1.32%

Expenses net of all reductions

  1.16%

  1.17%

  1.18%

  1.24%

  1.32%

Net investment income (loss)

  (0.05)%

  (.11)%

  (.22)%

  (.11)%

  (.48)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 2,071

$ 2,219

$ 2,134

$ 1,795

$ 1,640

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class B

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.24

$ 24.27

$ 21.37

$ 18.60

$ 18.95

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.14)

  (.16)

  (.19)

  (.14)

  (.20)

Net realized and unrealized gain (loss)

  .51

  2.15

  6.74

  2.91

  (.15)

Total from investment operations

  .37

  1.99

  6.55

  2.77

  (.35)

Distributions from net realized gain

  (1.13)

  (2.02)

  (3.65)

  -

  -

Net asset value, end of period

$ 23.48

$ 24.24

$ 24.27

$ 21.37

$ 18.60

Total ReturnA, B

  1.60%

  8.36%

  31.31%

  14.89%

  (1.85)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.70%

  1.71%

  1.75%

  1.82%

  1.89%

Expenses net of fee waivers, if any

  1.70%

  1.71%

  1.75%

  1.82%

  1.89%

Expenses net of all reductions

  1.69%

  1.71%

  1.75%

  1.81%

  1.89%

Net investment income (loss)

  (.59)%

  (.66)%

  (.79)%

  (.68)%

  (1.05)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 107

$ 182

$ 213

$ 239

$ 309

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class C

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.45

$ 24.45

$ 21.49

$ 18.70

$ 19.03

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.14)

  (.16)

  (.18)

  (.13)

  (.19)

Net realized and unrealized gain (loss)

  .52

  2.18

  6.79

  2.92

  (.14)

Total from investment operations

  .38

  2.02

  6.61

  2.79

  (.33)

Distributions from net realized gain

  (1.13)

  (2.02)

  (3.65)

  -

  -

Net asset value, end of period

$ 23.70

$ 24.45

$ 24.45

$ 21.49

$ 18.70

Total ReturnA, B

  1.63%

  8.43%

  31.41%

  14.92%

  (1.73)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.67%

  1.67%

  1.69%

  1.75%

  1.83%

Expenses net of fee waivers, if any

  1.66%

  1.67%

  1.69%

  1.75%

  1.83%

Expenses net of all reductions

  1.66%

  1.67%

  1.69%

  1.75%

  1.82%

Net investment income (loss)

  (.55)%

  (.62)%

  (.73)%

  (.62)%

  (.98)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 3,841

$ 3,889

$ 3,459

$ 2,515

$ 2,133

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class I

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 27.15

$ 26.76

$ 23.02

$ 19.96

$ 20.14

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .13

  .11

  .07

  .09

  .01

Net realized and unrealized gain (loss)

  .57

  2.39

  7.32

  3.12

  (.15)

Total from investment operations

  .70

  2.50

  7.39

  3.21

  (.14)

Distributions from net investment income

  (.09)

  (.07)

  -

  (.02)

  -

Distributions from net realized gain

  (1.13)

  (2.04)

  (3.65)

  (.13)

  (.04)

Total distributions

  (1.22)

  (2.11)

  (3.65)

  (.15)

  (.04)

Net asset value, end of period

$ 26.63

$ 27.15

$ 26.76

$ 23.02

$ 19.96

Total ReturnA

  2.64%

  9.51%

  32.73%

  16.11%

  (.73)%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  .66%

  .67%

  .68%

  .74%

  .81%

Expenses net of fee waivers, if any

  .66%

  .67%

  .68%

  .74%

  .81%

Expenses net of all reductions

  .66%

  .67%

  .68%

  .74%

  .81%

Net investment income (loss)

  .45%

  .39%

  .28%

  .39%

  .03%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 12,310

$ 13,449

$ 11,477

$ 9,898

$ 7,169

Portfolio turnover rateD

  47%

  62%

  79%

  47%

  58%

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

B Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class Z

Years ended December 31,

2015

2014

2013 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 27.17

$ 26.78

$ 27.42

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .16

  .15

  .01

Net realized and unrealized gain (loss)

  .58

  2.39

  3.00

Total from investment operations

  .74

  2.54

  3.01

Distributions from net investment income

  (.12)

  (.10)

  -

Distributions from net realized gain

  (1.13)

  (2.04)

  (3.65)

Total distributions

  (1.26) J

  (2.15) I

  (3.65)

Net asset value, end of period

$ 26.65

$ 27.17

$ 26.78

Total ReturnB, C

  2.78%

  9.65%

  11.50%

Ratios to Average Net AssetsE, H

 

 

 

Expenses before reductions

  .53%

  .54%

  .55%A

Expenses net of fee waivers, if any

  .53%

  .54%

  .55%A

Expenses net of all reductions

  .53%

  .53%

  .55%A

Net investment income (loss)

  .58%

  .52%

  .14%A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 436

$ 294

$ 77

Portfolio turnover rateF

  47%

  62%

  79%A

A Annualized

B Total returns for periods of less than one year are not annualized.

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period August 13, 2013 (commencement of sale of shares) to December 31, 2013.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $2.15 per share is comprised of distributions from net investment income of $.104 and distributions from net realized gain of $2.041 per share.

J Total distributions of $1.26 per share is comprised of distributions from net investment income of $.124 and distributions from net realized gain of $1.134 per share.

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

Annual Report


Notes to Financial Statements

For the period ended December 31, 2015

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor New Insights Fund (the Fund) is a fund of Fidelity Contrafund (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Class I (formerly Institutional Class) and Class Z shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

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

Annual Report

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

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

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

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. 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. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

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.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted
Average

Impact to
Valuation from an Increase in
Input
*

Corporate Bonds

$ 230

Replacement cost

Recovery rate

1.0%

Increase

Equities

$ 694,047

Discount cash flow

Discount rate

8.0%

Decrease

 

 

 

Growth rate

3.0%

Increase

 

 

Expected distribution

Recovery rate

0.0%

Increase

 

 

Last transaction price

Transaction price

$0.99 - $89.00 / $63.43

Increase

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted
Average

Impact to
Valuation from an Increase in
Input
*

 

 

 

Adjusted transaction price

$31.12

Increase

 

 

 

Discount rate

50.0%

Decrease

 

 

Market comparable

EV/EBITDA multiple

9.8 - 27.0 / 21.6

Increase

 

 

 

EV/Sales multiple

1.2 - 7.8 / 5.2

Increase

 

 

 

P/B multiple

2.0

Increase

 

 

 

Discount rate

3.0% - 50.0% / 14.9%

Decrease

 

 

 

P/E multiple

12.1 - 14.2 / 13.2

Increase

 

 

 

Discount for lack of marketability

10.0% - 30.0% / 14.8%

Decrease

 

 

 

Premium rate

30.0%

Increase

 

 

 

EV/GP multiple

4.8

Increase

 

 

Partnership NAV

Partnership NAV

$26.60

Increase

 

 

Proposed transaction price

Transaction price

$1,831.90

Increase

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

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 December 31, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

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

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

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Foreign Currency - continued

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Annual Report

3. Significant Accounting Policies - continued

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

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 December 31, 2015, 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. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. 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 foreign currency transactions, passive foreign investment companies (PFIC), partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 8,013,814

Gross unrealized depreciation

(967,211)

Net unrealized appreciation (depreciation) on securities

$ 7,046,603

Tax Cost

$ 20,366,612

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

Undistributed ordinary income

$ 1,680

Undistributed long-term capital gain

$ 230,266

Net unrealized appreciation (depreciation) on securities and other investments

$ 7,046,556

The tax character of distributions paid was as follows:

 

December 31, 2015

December 31, 2014

Ordinary Income

$ 46,051

$ 46,491

Long-term Capital Gains

1,142,480

2,032,243

Total

$ 1,188,531

$ 2,078,734

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

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $12,891,360 and $15,138,883, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Class I of the Fund as compared to its benchmark index, the S&P 500 Index, over the same 36 month performance period. For the reporting period, the total annual management fee rate, including the performance adjustment, was .47% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 20,791

$ -

Class T

.25%

.25%

10,884

-

Class B

.75%

.25%

1,440

1,080

Class C

.75%

.25%

39,284

4,017

 

 

 

$ 72,399

$ 5,097

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 1,387

Class T

191

Class BA

43

Class C A

236

 

$ 1,857

A When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class Z. FIIOC receives an asset-based fee of Class Z's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Class-Level Average
Net Assets

Class A

$ 15,123

.18

Class T

3,921

.18

Class B

305

.21

Class C

7,128

.18

Class I

23,191

.18

Class Z

216

.05

 

$ 49,884

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $200 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates 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 Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $41 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $13,247. Security lending income represents the income earned on investing cash

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

7. Security Lending - continued

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. Total security lending income during the period amounted to $5,204, including $213 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $566 for the period.

In addition, 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. During the period, these credits reduced the Fund' custody expenses by $1.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund level operating expenses in the amount of $113 and a portion of class-level operating expenses as follows:

 

Amount

Class A

$ 189

Class T

49

Class B

5

Class C

80

Class I

270

 

$ 593

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2015

2014

From net investment income

 

 

Class A

$ 4,999

$ -

Class I

39,092

30,759

Class Z

1,960

1,032

Total

$ 46,051

$ 31,791

Annual Report

9. Distributions to Shareholders - continued

Years ended December 31,

2015

2014

From net realized gain

 

 

Class A

$ 336,609

$ 606,361

Class T

90,096

160,563

Class B

5,527

14,434

Class C

177,341

297,255

Class I

515,418

948,474

Class Z

17,489

19,856

Total

$ 1,142,480

$ 2,046,943

10. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 

Shares

Dollars

Years ended December 31,

2015

2014

2015

2014

Class A

 

 

 

 

Shares sold

43,674

56,480

$ 1,185,377

$ 1,535,803

Reinvestment of distributions

12,627

22,207

327,470

581,082

Shares redeemed

(71,066)

(89,074)

(1,931,743)

(2,443,351)

Net increase (decrease)

(14,765)

(10,387)

$ (418,896)

$ (326,466)

Class T

 

 

 

 

Shares sold

8,555

10,880

$ 226,885

$ 289,917

Reinvestment of distributions

3,329

5,820

84,272

149,046

Shares redeemed

(15,702)

(14,283)

(416,783)

(381,835)

Net increase (decrease)

(3,818)

2,417

$ (105,626)

$ 57,128

Class B

 

 

 

 

Shares sold

89

194

$ 2,138

$ 4,762

Reinvestment of distributions

210

541

4,926

12,886

Shares redeemed

(3,241)

(1,988)

(79,804)

(49,648)

Net increase (decrease)

(2,942)

(1,253)

$ (72,740)

$ (32,000)

Class C

 

 

 

 

Shares sold

20,651

25,077

$ 510,224

$ 628,846

Reinvestment of distributions

6,325

10,237

148,901

245,714

Shares redeemed

(23,947)

(17,713)

(594,182)

(446,482)

Net increase (decrease)

3,029

17,601

$ 64,943

$ 428,078

Class I

 

 

 

 

Shares sold

97,654

132,665

$ 2,700,232

$ 3,697,269

Reinvestment of distributions

18,139

30,790

478,968

819,710

Shares redeemed

(148,908)

(97,045)

(4,124,969)

(2,684,332)

Net increase (decrease)

(33,115)

66,410

$ (945,769)

$ 1,832,647

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

10. Share Transactions - continued

 

Shares

Dollars

Years ended December 31,

2015

2014

2015

2014

Class Z

 

 

 

 

Shares sold

12,793

8,291

$ 356,386

$ 229,233

Reinvestment of distributions

730

772

19,260

20,561

Shares redeemed

(7,992)

(1,117)

(224,389)

(31,203)

Net increase (decrease)

5,531

7,946

$ 151,257

$ 218,591

11. Other.

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

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Contrafund and the Shareholders of Fidelity Advisor New Insights Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor New Insights Fund (a fund of Fidelity Contrafund) at December 31, 2015, 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 periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor New Insights Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2015 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 19, 2016

Annual Report


Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 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 1-877-208-0098.

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.

Annual Report

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

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have 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. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity® funds' valuation-related activities, reporting and risk management. 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."

Annual Report

Trustees and Officers - continued

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+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity® funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014) and a Director of FMR and FMR Co., Inc. (investment adviser firms, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* 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.

Annual Report

Trustees and Officers - continued

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+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity® funds. Mr. Lacy serves as Chairman (2014-present) and a member (2010-present) of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes) and a Director of Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). He is a Trustee of the California Chapter of The Nature Conservancy (2015-present) and a Director of the Center for Advanced Study in the Behavioral Sciences at Stanford University (2015-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation (retail) and Chief Executive Officer and Chairman of the Board of Sears, Roebuck and Co. (retail, 2000-2005). Previously, Mr. Lacy served as Chairman (2008-2011) and a member (2006-2015) of the Board of Trustees of the National Parks Conservation Association and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity® funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity® funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity® funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present) and a non-executive Chairman of Health Equity, Inc. (health savings custodian, 2015-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity® funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity® funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2001

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity® funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity® funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ 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.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Officers:

Correspondence intended for an officer or Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

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

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. Mr. Bryant serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2015-present) and FMR Co., Inc. (investment adviser firm, 2015-present); Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2015-present) and Fidelity Investments Money Management, Inc. (investment adviser firm, 2015-present); and CLO of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2015-present). He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and CLO of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as 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).

John F. Papandrea (1972)

Year of Election or Appointment: 2016

Anti-Money Laundering (AML) Officer

 

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She 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 (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), FIAM LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Chief Compliance Officer of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2012-2016); Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The Board of Trustees of Advisor New Insights Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class I

02/16/16

02/12/16

$0.002

$0.228

The fund hereby designates as a capital gain with respect to the taxable year ended December 31, 2015, $$1,365,326,089, or, if subsequently determined to be different, the net capital gain of such year.

Class I designates 100% of the dividends distributed during the fiscal year as qualifiying for the dividends-received deduction for corporate shareholders.

Class I designates 100% of dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor New Insights Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history. The Board noted that there was a portfolio management change for the fund in September 2013.

Annual Report

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Advisor New Insights Fund

nfi446378

The Board has discussed with FMR the fund's underperformance (based on the December 31, 2014 data presented herein) and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance. The Board noted that the fund's performance has improved since the period shown.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, a securities index, thus leading to a performance adjustment for the same period. The Board noted that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the shareholders of the fund.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Annual Report

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment, relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Advisor New Insights Fund

nfi446380

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014. The Board also noted the effect of the fund's performance adjustment, if any, on the fund's management fee ranking.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Annual Report

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board noted the impact of the fund's performance adjustment. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below its competitive median for 2014.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

Annual Report

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

FMR Investment Management
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

ANIFI-UANN-0216
1.796411.112
Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments December 31, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

(Fidelity Investment logo)(registered trademark)

Fidelity Advisor ®

New Insights

Fund - Class Z

Annual Report

December 31, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets,
as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

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 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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. © 2016 FMR LLC. All rights reserved.

Annual Report

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-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q 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.advisor.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.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 $10,000 table and the fund's 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 reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2015

Past 1
year

Past 5
years

Past 10
years

  Class ZA

2.78%

11.52%

8.06%

A The initial offering of Class Z shares took place on August 13, 2013. Returns prior to August 13, 2013, are those of Class I.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® New Insights Fund - Class Z on December 31, 2005. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period. See footnote A above for additional information regarding the performance of Class Z.

nfz670015

Annual Report

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


Management's Discussion of Fund Performance

Market Recap: U.S. stocks gained modestly in 2015, rebounding from a steep decline in August and September over worries about China's slowing economic growth. The S&P 500® index rose 1.38% for the period, its lowest calendar-year return since 2008. After the late-summer rout, stocks sharply reversed course in October, lifted by the Federal Reserve's decision to put off raising near-term interest rates until mid-December. Investors also were encouraged by an interest-rate cut in China and economic stimulus in Europe. Overall, growth stocks fared much better than their value counterparts, as investors sought growth in a subpar economic environment. This helped lift the technology-heavy Nasdaq Composite Index® 6.96% for the year. Sector performance in the broader market was split, with five of 10 sectors in the S&P 500® gaining ground and five retreating. Consumer discretionary (+10%) led the way, benefiting from rising personal income and low inflation. Health care (+7%), consumer staples (+7%) and information technology (+6%) also outpaced the broad market amid strong fundamentals. Conversely, the energy sector (-21%) was by far the worst performer, stung by deflated commodity prices that also hit materials (-8%). The defensive, but rate-sensitive utilities sector (-5%) lost ground on the cusp of Fed tightening, while industrials (-3%) were dragged down with energy prices and a slower-growing China.

Comments from Co-Portfolio Managers William Danoff and John Roth: For the year, the fund's share classes (excluding sales charges, if applicable) outpaced the benchmark S&P 500® index. The fund performed better than the benchmark because it owned a larger proportion of companies that increased earnings nicely - especially within information technology - despite economic headwinds overseas and a strong U.S. dollar. Our top relative contributor was Facebook, which continued to increase revenue at a very fast clip as users continued to spend more time on its apps and engage with the advertising on them. Within consumer discretionary, Starbucks and Nike helped, as each is introducing innovative products and using technology to fuel growth. All three contributors mentioned were among our largest holdings as of December 31, 2015. Conversely, underweighting Microsoft had the biggest negative influence on our relative result. Another notable detractor was our stake in Chipotle Mexican Grill. Shares were hampered by an unfortunate late-year outbreak of E. coli infections in some of its restaurants. The fund's modest cash position hampered performance versus the benchmark the past year. Lastly, our foreign holdings detracted amid a rising U.S. dollar.

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.

Annual Report


Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, and (2) ongoing costs, including 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 the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2015 to December 31, 2015).

Actual Expenses

The first line of the accompanying table for each class of the Fund 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 of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Annual Report

 

Annualized
Expense Ratio
B

Beginning
Account Value
July 1, 2015

Ending
Account Value
December 31, 2015

Expenses Paid
During Period
C
July 1, 2015
to December 31, 2015

Class A

.94%

 

 

 

Actual

 

$ 1,000.00

$ 984.80

$ 4.70

HypotheticalA

 

$ 1,000.00

$ 1,020.47

$ 4.79

Class T

1.19%

 

 

 

Actual

 

$ 1,000.00

$ 983.80

$ 5.95

HypotheticalA

 

$ 1,000.00

$ 1,019.21

$ 6.06

Class B

1.73%

 

 

 

Actual

 

$ 1,000.00

$ 980.90

$ 8.64

HypotheticalA

 

$ 1,000.00

$ 1,016.48

$ 8.79

Class C

1.69%

 

 

 

Actual

 

$ 1,000.00

$ 981.50

$ 8.44

HypotheticalA

 

$ 1,000.00

$ 1,016.69

$ 8.59

Class I

.69%

 

 

 

Actual

 

$ 1,000.00

$ 986.20

$ 3.45

HypotheticalA

 

$ 1,000.00

$ 1,021.73

$ 3.52

Class Z

.55%

 

 

 

Actual

 

$ 1,000.00

$ 986.90

$ 2.75

HypotheticalA

 

$ 1,000.00

$ 1,022.43

$ 2.80

A 5% return per year before expenses

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

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Facebook, Inc. Class A

4.8

3.5

Alphabet, Inc. Class A

3.3

0.8

Wells Fargo & Co.

2.8

2.8

Amazon.com, Inc.

2.4

0.6

Visa, Inc. Class A

2.3

1.9

Starbucks Corp.

2.1

1.8

JPMorgan Chase & Co.

1.7

1.8

Berkshire Hathaway, Inc. Class A

1.7

1.6

NIKE, Inc. Class B

1.7

1.3

Salesforce.com, Inc.

1.5

1.1

 

24.3

Top Five Market Sectors as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

28.1

22.2

Consumer Discretionary

19.3

16.7

Financials

17.0

18.4

Health Care

11.9

15.1

Industrials

7.0

6.4

Asset Allocation (% of fund's net assets)

As of December 31, 2015*

As of June 30, 2015**

nfz670017

Stocks 97.2%

 

nfz670019

Stocks 95.4%

 

nfz670021

Bonds 0.1%

 

nfz670023

Bonds 0.0%

 

nfz670025

Convertible
Securities 1.4%

 

nfz670027

Convertible
Securities 1.3%

 

nfz670029

Short-Term
Investments and
Net Other Assets (Liabilities) 1.3%

 

nfz670031

Short-Term
Investments and
Net Other Assets (Liabilities) 3.3%

 

* Foreign investments

12.5%

 

** Foreign investments

12.9%

 

nfz670033

Percentages shown as 0.0% may reflect amounts less than 0.05%.

Annual Report


Investments December 31, 2015

Showing Percentage of Net Assets

Common Stocks - 97.0%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 19.0%

Auto Components - 0.1%

Magna International, Inc. Class A (sub. vtg.)

631,100

$ 25,596

Automobiles - 1.3%

Fuji Heavy Industries Ltd.

140,800

5,800

General Motors Co.

1,299,600

44,199

Maruti Suzuki India Ltd. (a)

37,618

2,618

Tesla Motors, Inc. (a)(e)

1,192,124

286,122

 

338,739

Diversified Consumer Services - 0.1%

Bright Horizons Family Solutions, Inc. (a)

296,300

19,793

ServiceMaster Global Holdings, Inc. (a)

42,500

1,668

 

21,461

Hotels, Restaurants & Leisure - 4.9%

ARAMARK Holdings Corp.

4,706,900

151,798

Boyd Gaming Corp. (a)

82,000

1,629

Chipotle Mexican Grill, Inc. (a)

306,824

147,229

Domino's Pizza, Inc.

1,325,418

147,453

Dunkin' Brands Group, Inc. (e)

792,500

33,753

Hilton Worldwide Holdings, Inc.

700,700

14,995

Marriott International, Inc. Class A (e)

1,569,136

105,195

Royal Caribbean Cruises Ltd.

15,900

1,609

Starbucks Corp.

9,446,898

567,097

Vail Resorts, Inc.

9,950

1,274

Whitbread PLC

2,297,934

149,089

 

1,321,121

Household Durables - 0.8%

D.R. Horton, Inc.

4,644,424

148,761

Lennar Corp. Class A

467,500

22,865

Mohawk Industries, Inc. (a)

161,424

30,572

Tempur Sealy International, Inc. (a)

214,300

15,100

 

217,298

Internet & Catalog Retail - 4.2%

Amazon.com, Inc. (a)

944,940

638,675

Etsy, Inc.

764,751

6,317

Expedia, Inc.

112,300

13,959

Netflix, Inc. (a)

1,624,000

185,753

Priceline Group, Inc. (a)

188,017

239,712

TripAdvisor, Inc. (a)

347,787

29,649

Wayfair LLC Class A (a)

233,269

11,108

 

1,125,173

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Leisure Products - 0.0%

Hasbro, Inc.

167,744

$ 11,299

Media - 2.5%

Altice NV Class A (a)

234,647

3,379

Charter Communications, Inc. Class A (a)(e)

248,300

45,464

Comcast Corp. Class A

564,700

31,866

Interpublic Group of Companies, Inc.

33,100

771

Legend Pictures LLC (a)(g)(h)

13,925

25,509

Liberty Broadband Corp. Class A (a)

119,625

6,179

Liberty Global PLC:

Class A (a)

1,831,005

77,561

LiLAC Class A (a)

117,735

4,871

Liberty Media Corp. Class A (a)

59,300

2,328

Lions Gate Entertainment Corp. (e)

768,866

24,904

Naspers Ltd. Class N

316,500

43,261

Rightmove PLC

766,722

46,625

Sirius XM Holdings, Inc. (a)

1,766,300

7,189

Starz Series A (a)

245,500

8,224

The Walt Disney Co.

3,124,838

328,358

Weinstein Co. Holdings LLC Class A-1 unit (a)(g)(h)

2,267

678

 

657,167

Multiline Retail - 0.2%

Dollar Tree, Inc. (a)

421,200

32,525

Dollarama, Inc.

463,100

26,755

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

600

10

 

59,290

Specialty Retail - 2.5%

AutoZone, Inc. (a)

108,834

80,745

Foot Locker, Inc.

266,200

17,327

Home Depot, Inc.

804,300

106,369

L Brands, Inc.

119,200

11,422

O'Reilly Automotive, Inc. (a)

406,216

102,943

Signet Jewelers Ltd.

172,754

21,368

Tiffany & Co., Inc.

349,700

26,679

TJX Companies, Inc.

3,657,532

259,356

Ulta Salon, Cosmetics & Fragrance, Inc. (a)

239,600

44,326

 

670,535

Textiles, Apparel & Luxury Goods - 2.4%

Brunello Cucinelli SpA (e)

1,809,352

31,984

China Hongxing Sports Ltd. (a)

6,000,000

243

Coach, Inc.

53,000

1,735

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - continued

Hermes International SCA

269,900

$ 91,441

NIKE, Inc. Class B

7,020,178

438,761

Under Armour, Inc. Class A (sub. vtg.) (a)

785,138

63,290

 

627,454

TOTAL CONSUMER DISCRETIONARY

5,075,133

CONSUMER STAPLES - 6.3%

Beverages - 1.1%

Boston Beer Co., Inc. Class A (a)(e)

376,003

75,919

Coca-Cola Bottling Co. Consolidated

8,487

1,549

Constellation Brands, Inc. Class A (sub. vtg.)

1,436,000

204,544

Kweichow Moutai Co. Ltd.

49,400

1,655

Monster Beverage Corp.

19,700

2,935

The Coca-Cola Co.

461,700

19,835

 

306,437

Food & Staples Retailing - 1.7%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

382,200

16,824

Costco Wholesale Corp.

1,118,525

180,642

CVS Health Corp.

1,801,925

176,174

Kroger Co.

193,100

8,077

Tesco PLC

26,488,500

58,203

 

439,920

Food Products - 1.4%

Associated British Foods PLC

3,689,092

181,753

Mead Johnson Nutrition Co. Class A

842,500

66,515

Mondelez International, Inc.

1,929,743

86,530

Pinnacle Foods, Inc.

655,500

27,833

Post Holdings, Inc. (a)

79,700

4,917

The Hain Celestial Group, Inc. (a)

234,200

9,459

The Kraft Heinz Co.

33,600

2,445

 

379,452

Household Products - 0.7%

Colgate-Palmolive Co.

2,877,049

191,669

Spectrum Brands Holdings, Inc.

16,100

1,639

 

193,308

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Personal Products - 1.4%

Estee Lauder Companies, Inc. Class A

3,352,744

$ 295,243

L'Oreal SA

445,101

75,121

 

370,364

TOTAL CONSUMER STAPLES

1,689,481

ENERGY - 5.2%

Energy Equipment & Services - 1.1%

Oceaneering International, Inc.

1,798,799

67,491

Schlumberger Ltd.

3,128,823

218,235

 

285,726

Oil, Gas & Consumable Fuels - 4.1%

Anadarko Petroleum Corp.

2,142,246

104,070

Antero Resources Corp. (a)(e)

3,359,456

73,236

Birchcliff Energy Ltd. (a)

353,000

1,031

Birchcliff Energy Ltd. (a)(f)

585,400

1,709

Cabot Oil & Gas Corp.

3,589,580

63,500

Canadian Natural Resources Ltd.

403,400

8,810

Chevron Corp.

2,134,300

192,002

Cimarex Energy Co.

103,800

9,278

Concho Resources, Inc. (a)

25,680

2,385

Diamondback Energy, Inc.

440,300

29,456

EOG Resources, Inc.

2,008,960

142,214

Exxon Mobil Corp.

2,366,000

184,430

Golar LNG Ltd.

1,200,000

18,948

Marathon Petroleum Corp.

521,800

27,050

Memorial Resource Development Corp. (a)

1,226,100

19,802

Noble Energy, Inc.

1,454,861

47,909

Phillips 66 Co.

171,600

14,037

Pioneer Natural Resources Co.

511,200

64,094

Tesoro Corp.

253,200

26,680

Valero Energy Corp.

649,800

45,947

Williams Partners LP

1,000,000

27,850

 

1,104,438

TOTAL ENERGY

1,390,164

FINANCIALS - 16.9%

Banks - 8.5%

Bank of America Corp.

16,540,427

278,375

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Banks - continued

Bank of Ireland (a)

248,940,628

$ 91,982

Citigroup, Inc.

3,109,700

160,927

First Republic Bank

650,200

42,952

HDFC Bank Ltd. sponsored ADR

1,983,672

122,194

JPMorgan Chase & Co.

6,903,000

455,805

Kotak Mahindra Bank Ltd.

539,207

5,885

Metro Bank PLC Class A (a)(h)

419,395

7,289

PNC Financial Services Group, Inc.

1,177,489

112,226

SunTrust Banks, Inc.

650,000

27,846

U.S. Bancorp

5,154,114

219,926

Virgin Money Holdings Uk PLC

159,281

894

Wells Fargo & Co.

13,581,256

738,277

 

2,264,578

Capital Markets - 1.7%

BlackRock, Inc. Class A

401,046

136,564

Charles Schwab Corp.

1,875,964

61,775

Goldman Sachs Group, Inc.

94,816

17,089

KKR & Co. LP

2,723,728

42,463

Morgan Stanley

4,221,177

134,276

Oaktree Capital Group LLC Class A

1,290,176

61,567

 

453,734

Consumer Finance - 0.2%

Credit Acceptance Corp. (a)(e)

25,500

5,458

LendingClub Corp. (e)

878,700

9,710

Synchrony Financial (a)

909,439

27,656

 

42,824

Diversified Financial Services - 1.9%

Berkshire Hathaway, Inc. Class A (a)

2,240

443,072

IntercontinentalExchange, Inc.

96,736

24,790

McGraw Hill Financial, Inc.

506,690

49,950

MSCI, Inc. Class A

22,900

1,652

 

519,464

Insurance - 3.6%

ACE Ltd.

1,323,595

154,662

AIA Group Ltd.

27,856,000

166,442

American International Group, Inc.

4,814,100

298,330

Fairfax Financial Holdings Ltd. (sub. vtg.)

159,000

75,485

FNF Group

760,000

26,349

James River Group Holdings Ltd.

42,400

1,422

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

The Chubb Corp.

1,540,778

$ 204,369

The Travelers Companies, Inc.

326,563

36,856

 

963,915

Real Estate Investment Trusts - 0.6%

American Tower Corp.

1,263,175

122,465

Equity Residential (SBI)

527,900

43,071

Public Storage

32,600

8,075

 

173,611

Real Estate Management & Development - 0.4%

Realogy Holdings Corp. (a)

2,627,600

96,354

TOTAL FINANCIALS

4,514,480

HEALTH CARE - 11.7%

Biotechnology - 2.2%

Agios Pharmaceuticals, Inc. (a)(e)

846,562

54,959

Alexion Pharmaceuticals, Inc. (a)

43,700

8,336

Amgen, Inc.

582,799

94,606

Anacor Pharmaceuticals, Inc. (a)

45,000

5,084

Baxalta, Inc.

43,000

1,678

Biogen, Inc. (a)

90,786

27,812

bluebird bio, Inc. (a)

104,300

6,698

Celgene Corp. (a)

617,800

73,988

Cellectis SA sponsored ADR

14,018

435

Cidara Therapeutics, Inc.

54,248

931

Genmab A/S (a)

48,800

6,489

Gilead Sciences, Inc.

2,362,528

239,064

Incyte Corp. (a)

44,700

4,848

Intrexon Corp. (a)(e)

794,681

23,960

Light Sciences Oncology, Inc. (a)

2,708,254

0

Myriad Genetics, Inc. (a)(e)

171,700

7,411

NantKwest, Inc. (a)

982

17

Neurocrine Biosciences, Inc. (a)

64,760

3,663

Regeneron Pharmaceuticals, Inc. (a)

68,100

36,969

Ultragenyx Pharmaceutical, Inc. (a)

31,800

3,567

 

600,515

Health Care Equipment & Supplies - 2.2%

Align Technology, Inc. (a)

502,658

33,100

Becton, Dickinson & Co.

330,896

50,988

Boston Scientific Corp. (a)

5,694,824

105,013

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

C.R. Bard, Inc.

157,138

$ 29,768

DENTSPLY International, Inc.

446,689

27,181

DexCom, Inc. (a)

743,938

60,929

Edwards Lifesciences Corp. (a)

957,556

75,628

I-Pulse, Inc. (a)(h)

58,562

504

Intuitive Surgical, Inc. (a)

6,000

3,277

Medtronic PLC

1,190,300

91,558

Sirona Dental Systems, Inc. (a)

15,100

1,655

Teleflex, Inc.

127,300

16,734

The Cooper Companies, Inc.

592,851

79,561

 

575,896

Health Care Providers & Services - 2.3%

Aetna, Inc.

518,948

56,109

Cigna Corp.

385,200

56,366

Henry Schein, Inc. (a)

1,352,981

214,028

Teladoc, Inc. (e)

220,320

3,957

UnitedHealth Group, Inc.

2,109,200

248,126

Universal Health Services, Inc. Class B

223,700

26,730

VCA, Inc. (a)

30,000

1,650

 

606,966

Health Care Technology - 0.3%

Castlight Health, Inc. (a)

1,325,100

5,658

Cerner Corp. (a)

1,283,430

77,224

Medidata Solutions, Inc. (a)

38,800

1,912

 

84,794

Life Sciences Tools & Services - 1.9%

Eurofins Scientific SA

451,984

158,091

Illumina, Inc. (a)

272,451

52,296

Mettler-Toledo International, Inc. (a)

414,209

140,471

Thermo Fisher Scientific, Inc.

790,169

112,085

Waters Corp. (a)

370,312

49,837

 

512,780

Pharmaceuticals - 2.8%

Astellas Pharma, Inc.

5,410,700

77,025

Bristol-Myers Squibb Co.

2,835,500

195,054

Eli Lilly & Co.

681,000

57,381

Intra-Cellular Therapies, Inc. (a)

102,525

5,515

Jiangsu Hengrui Medicine Co. Ltd.

206,200

1,555

Johnson & Johnson

1,362,356

139,941

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Novo Nordisk A/S Series B

1,380,701

$ 79,940

Perrigo Co. PLC

352,485

51,005

Sino Biopharmaceutical Ltd.

1,782,000

1,611

Teva Pharmaceutical Industries Ltd. sponsored ADR

2,045,100

134,240

 

743,267

TOTAL HEALTH CARE

3,124,218

INDUSTRIALS - 6.9%

Aerospace & Defense - 1.5%

Esterline Technologies Corp. (a)

305,800

24,770

General Dynamics Corp.

643,500

88,391

Space Exploration Technologies Corp. Class A (a)(h)

50,886

4,529

Teledyne Technologies, Inc. (a)

269,600

23,914

The Boeing Co.

1,385,564

200,339

TransDigm Group, Inc. (a)

251,772

57,517

 

399,460

Air Freight & Logistics - 0.4%

C.H. Robinson Worldwide, Inc.

318,200

19,735

FedEx Corp.

561,010

83,585

 

103,320

Airlines - 1.3%

Alaska Air Group, Inc.

108,900

8,768

InterGlobe Aviation Ltd. (a)

15,177

281

Ryanair Holdings PLC sponsored ADR

2,393,200

206,916

Southwest Airlines Co.

3,204,200

137,973

 

353,938

Building Products - 0.7%

ASSA ABLOY AB (B Shares)

77,800

1,629

Fortune Brands Home & Security, Inc.

1,354,789

75,191

Toto Ltd.

3,057,000

107,399

 

184,219

Construction & Engineering - 0.0%

Jacobs Engineering Group, Inc. (a)

117,100

4,912

Electrical Equipment - 0.2%

Acuity Brands, Inc.

204,192

47,740

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Industrial Conglomerates - 0.8%

Danaher Corp.

1,127,868

$ 104,756

General Electric Co.

3,351,874

104,411

 

209,167

Machinery - 0.0%

PACCAR, Inc.

35,700

1,692

Rational AG

27,692

12,570

 

14,262

Professional Services - 0.7%

Equifax, Inc.

568,698

63,336

Robert Half International, Inc.

249,500

11,761

Verisk Analytics, Inc. (a)

1,376,595

105,833

 

180,930

Road & Rail - 0.4%

Canadian Pacific Railway Ltd. (e)

630,232

80,495

Genesee & Wyoming, Inc. Class A (a)

173,134

9,296

J.B. Hunt Transport Services, Inc.

303,230

22,245

 

112,036

Trading Companies & Distributors - 0.9%

Air Lease Corp.:

Class A (f)

320,800

10,740

Class A

2,333,511

78,126

HD Supply Holdings, Inc. (a)

780,200

23,429

United Rentals, Inc. (a)

1,602,600

116,253

 

228,548

TOTAL INDUSTRIALS

1,838,532

INFORMATION TECHNOLOGY - 27.3%

Communications Equipment - 0.3%

Juniper Networks, Inc.

370,700

10,231

Motorola Solutions, Inc.

280,900

19,228

Palo Alto Networks, Inc. (a)

8,900

1,568

Qualcomm Technologies, Inc.

663,800

33,180

 

64,207

Electronic Equipment & Components - 1.9%

Amphenol Corp. Class A

7,419,672

387,529

CDW Corp.

1,140,000

47,926

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Electronic Equipment & Components - continued

Fitbit, Inc.

185,200

$ 5,480

IPG Photonics Corp. (a)

857,676

76,470

 

517,405

Internet Software & Services - 11.1%

Akamai Technologies, Inc. (a)

1,648,600

86,766

Alibaba Group Holding Ltd. sponsored ADR (a)

440,100

35,767

Alphabet, Inc.:

Class A (a)

1,147,954

893,120

Class C

534,398

405,544

Dropbox, Inc. (a)(h)

1,289,836

17,322

eBay, Inc. (a)

1,561,500

42,910

Endurance International Group Holdings, Inc. (a)

3,512,300

38,389

Facebook, Inc. Class A (a)

12,348,459

1,292,376

GoDaddy, Inc. (a)

1,418,900

45,490

LinkedIn Corp. Class A (a)

73,066

16,446

LogMeIn, Inc. (a)

206,625

13,865

NetEase, Inc. sponsored ADR

9,200

1,667

Shutterstock, Inc. (a)(e)

390,350

12,624

Stamps.com, Inc. (a)

148,600

16,288

SurveyMonkey (h)

2,069,881

31,773

Tencent Holdings Ltd.

215,400

4,218

Twitter, Inc. (a)

67,200

1,555

VeriSign, Inc. (a)(e)

34,900

3,049

 

2,959,169

IT Services - 6.4%

Alliance Data Systems Corp. (a)

162,059

44,821

ASAC II LP (a)(h)

9,408,021

250,265

Cognizant Technology Solutions Corp. Class A (a)

1,481,200

88,902

Fidelity National Information Services, Inc.

416,230

25,224

First Data Corp.

4,890,003

70,504

First Data Corp. Class A (a)

2,739,900

43,893

Fiserv, Inc. (a)

1,323,892

121,083

FleetCor Technologies, Inc. (a)

219,200

31,330

Gartner, Inc. Class A (a)

17,800

1,614

Global Payments, Inc.

134,700

8,689

IBM Corp.

81,900

11,271

MasterCard, Inc. Class A

2,512,935

244,659

PayPal Holdings, Inc. (a)

2,753,721

99,685

Total System Services, Inc.

893,560

44,499

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - continued

Vantiv, Inc. (a)

55,200

$ 2,618

Visa, Inc. Class A

8,030,896

622,796

 

1,711,853

Semiconductors & Semiconductor Equipment - 1.1%

Analog Devices, Inc.

788,300

43,609

ARM Holdings PLC

843,500

12,857

Avago Technologies Ltd.

1,130,345

164,070

Broadcom Corp. Class A

869,800

50,292

Inphi Corp. (a)

225,937

6,105

NXP Semiconductors NV (a)

96,700

8,147

Skyworks Solutions, Inc.

150,700

11,578

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

135,300

3,078

 

299,736

Software - 5.4%

Activision Blizzard, Inc.

1,485,953

57,521

Adobe Systems, Inc. (a)

1,941,861

182,418

Atlassian Corp. PLC

75,500

2,271

Electronic Arts, Inc. (a)

1,373,900

94,414

Fleetmatics Group PLC (a)

157,700

8,010

Intuit, Inc.

429,000

41,399

Manhattan Associates, Inc. (a)

38,800

2,567

Microsoft Corp.

6,385,713

354,279

Mobileye NV (a)(e)

1,188,420

50,246

NetSuite, Inc. (a)(e)

483,689

40,930

RealPage, Inc. (a)

71,100

1,596

Red Hat, Inc. (a)

372,903

30,880

Salesforce.com, Inc. (a)

5,210,512

408,504

ServiceNow, Inc. (a)

313,800

27,163

Trion World Network, Inc.:

warrants 8/10/17 (a)(h)

18,952

0

warrants 10/3/18 (a)(h)

27,736

0

Tyler Technologies, Inc. (a)

28,300

4,933

Ultimate Software Group, Inc. (a)

446,866

87,367

Workday, Inc. Class A (a)

596,000

47,489

 

1,441,987

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 1.1%

Apple, Inc.

2,732,300

$ 287,602

Pure Storage, Inc. Class A (a)(e)

194,800

3,033

 

290,635

TOTAL INFORMATION TECHNOLOGY

7,284,992

MATERIALS - 3.5%

Chemicals - 2.6%

Airgas, Inc.

475,000

65,702

Ecolab, Inc.

612,513

70,059

LyondellBasell Industries NV Class A

1,061,000

92,201

Monsanto Co.

747,467

73,640

PPG Industries, Inc.

2,165,864

214,031

Sherwin-Williams Co.

714,036

185,364

The Dow Chemical Co.

35,600

1,833

 

702,830

Construction Materials - 0.2%

Martin Marietta Materials, Inc.

300,834

41,088

Containers & Packaging - 0.4%

Ball Corp.

45,000

3,273

Sealed Air Corp.

581,500

25,935

WestRock Co.

1,861,418

84,918

 

114,126

Metals & Mining - 0.3%

B2Gold Corp. (a)

26,434,432

26,746

Franco-Nevada Corp.

773,961

35,406

GoviEx Uranium, Inc. (a)

851,865

28

GoviEx Uranium, Inc. (a)(f)

23,200

1

GoviEx Uranium, Inc. Class A (f)

2,625,135

85

Ivanhoe Mines Ltd. (a)

953,200

420

Newcrest Mining Ltd. (a)

966,740

9,148

Novagold Resources, Inc. (a)

840,100

3,527

 

75,361

TOTAL MATERIALS

933,405

TELECOMMUNICATION SERVICES - 0.1%

Wireless Telecommunication Services - 0.1%

T-Mobile U.S., Inc. (a)

356,600

13,950

Common Stocks - continued

Shares

Value (000s)

UTILITIES - 0.1%

Electric Utilities - 0.1%

IDACORP, Inc.

400,000

$ 27,200

TOTAL COMMON STOCKS

(Cost $18,907,920)


25,891,555

Preferred Stocks - 1.6%

 

 

 

 

Convertible Preferred Stocks - 1.4%

CONSUMER DISCRETIONARY - 0.1%

Household Durables - 0.1%

Blu Homes, Inc. Series A, 5.00% (a)(h)

7,091,632

28,650

Media - 0.0%

Mode Media Corp. Series M-1, 8.00% (a)(h)

165,366

164

TOTAL CONSUMER DISCRETIONARY

28,814

CONSUMER STAPLES - 0.1%

Food & Staples Retailing - 0.1%

Blue Apron, Inc. Series D (h)

1,110,537

15,958

FINANCIALS - 0.1%

Consumer Finance - 0.1%

Oportun Finance Corp. Series H (h)

10,791,166

32,913

HEALTH CARE - 0.2%

Biotechnology - 0.1%

23andMe, Inc. Series E (h)

166,247

1,800

Intarcia Therapeutics, Inc. Series CC (a)(h)

516,522

16,074

 

17,874

Life Sciences Tools & Services - 0.1%

Living Proof, Inc. 8.00% (a)(h)

10,369,703

28,724

TOTAL HEALTH CARE

46,598

INDUSTRIALS - 0.1%

Aerospace & Defense - 0.1%

Space Exploration Technologies Corp. Series G (h)

145,254

12,928

Preferred Stocks - continued

Shares

Value (000s)

Convertible Preferred Stocks - continued

INFORMATION TECHNOLOGY - 0.8%

Internet Software & Services - 0.7%

Dropbox, Inc.:

Series A (a)(h)

299,518

$ 4,023

Series C (a)(h)

161,770

2,173

Pinterest, Inc.:

Series E, 8.00% (a)(h)

13,203,155

99,789

Series F, 8.00% (a)(h)

8,808,645

66,576

Series G, 8.00% (h)

1,676,455

12,671

 

185,232

IT Services - 0.0%

Nutanix, Inc. Series E (a)(h)

783,938

11,704

Software - 0.1%

Cloudera, Inc. Series F (a)(h)

312,284

10,252

Trion World Network, Inc.:

Series C, 8.00% (a)(h)

602,295

404

Series C-1, 8.00% (a)(h)

47,380

32

Series D, 8.00% (a)(h)

50,840

34

Twilio, Inc. Series E (h)

751,240

11,066

 

21,788

TOTAL INFORMATION TECHNOLOGY

218,724

TOTAL CONVERTIBLE PREFERRED STOCKS

355,935

Nonconvertible Preferred Stocks - 0.2%

CONSUMER DISCRETIONARY - 0.2%

Automobiles - 0.2%

Volkswagen AG

426,900

61,636

TOTAL PREFERRED STOCKS

(Cost $287,255)


417,571

Corporate Bonds - 0.1%

 

Principal Amount
(000s) (d)

Value (000s)

Convertible Bonds - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Software - 0.0%

Trion World Network, Inc. 15% 10/10/19 pay-in-kind (h)

$ 230

$ 230

Nonconvertible Bonds - 0.1%

ENERGY - 0.1%

Energy Equipment & Services - 0.1%

Pacific Drilling SA 5.375% 6/1/20 (f)

39,145

16,245

FINANCIALS - 0.0%

Banks - 0.0%

Bank of Ireland 10% 7/30/16

EUR

3,571

4,033

TOTAL NONCONVERTIBLE BONDS

20,278

TOTAL CORPORATE BONDS

(Cost $26,452)


20,508

Money Market Funds - 4.0%

Shares

 

Fidelity Cash Central Fund, 0.33% (b)

429,397,325

429,397

Fidelity Securities Lending Cash Central Fund, 0.35% (b)(c)

654,183,980

654,184

TOTAL MONEY MARKET FUNDS

(Cost $1,083,581)


1,083,581

TOTAL INVESTMENT PORTFOLIO - 102.7%

(Cost $20,305,208)

27,413,215

NET OTHER ASSETS (LIABILITIES) - (2.7)%

(728,311)

NET ASSETS - 100%

$ 26,684,904

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

(b) 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.

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

(d) Amount is stated in United States dollars unless otherwise noted.

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

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $28,780,000 or 0.1% of net assets.

(g) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(h) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $694,034,000 or 2.6% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

23andMe, Inc. Series E

6/18/15

$ 1,800

ASAC II LP

10/10/13

$ 94,080

Blu Homes, Inc. Series A, 5.00%

6/10/13 - 12/30/14

$ 32,763

Blue Apron, Inc. Series D

5/18/15

$ 14,800

Cloudera, Inc. Series F

2/5/14

$ 4,547

Dropbox, Inc.

5/2/12

$ 11,672

Dropbox, Inc. Series A

5/29/12

$ 2,710

Dropbox, Inc. Series C

1/30/14

$ 3,090

I-Pulse, Inc.

3/18/10

$ 94

Intarcia Therapeutics, Inc. Series CC

11/14/12

$ 7,040

Legend Pictures LLC

9/23/10 - 6/10/15

$ 18,474

Living Proof, Inc. 8.00%

2/13/13

$ 18,400

Metro Bank PLC Class A

5/21/12 - 12/6/13

$ 7,616

Mode Media Corp. Series M-1, 8.00%

3/19/08

$ 3,508

Nutanix, Inc. Series E

8/26/14

$ 10,502

Security

Acquisition Date

Acquisition Cost (000s)

Oportun Finance Corp. Series H

2/6/15

$ 30,726

Pinterest, Inc. Series E, 8.00%

10/23/13

$ 38,370

Pinterest, Inc. Series F, 8.00%

5/15/14

$ 29,923

Pinterest, Inc. Series G, 8.00%

2/27/15

$ 12,035

Space Exploration Technologies Corp. Class A

10/16/15

$ 4,529

Space Exploration Technologies Corp. Series G

1/20/15

$ 11,251

SurveyMonkey

12/15/14

$ 34,050

Trion World Network, Inc. warrants 8/10/17

8/10/10

$ 0

Trion World Network, Inc. warrants 10/3/18

10/10/13

$ 0

Security

Acquisition Date

Acquisition Cost (000s)

Trion World Network, Inc. Series C, 8.00%

8/22/08

$ 3,307

Trion World Network, Inc. Series C-1, 8.00%

8/10/10

$ 260

Trion World Network, Inc. Series D, 8.00%

3/20/13

$ 267

Trion World Network, Inc. 15% 10/10/19 pay-in-kind

10/10/13 - 10/10/15

$ 230

Twilio, Inc. Series E

4/24/15

$ 8,497

Weinstein Co. Holdings LLC Class A-1 unit

10/19/05

$ 2,299

Values shown as $0 may reflect amounts less than $500.

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 1,319

Fidelity Securities Lending Cash Central Fund

5,204

Total

$ 6,523

Other Information

The following is a summary of the inputs used, as of December 31, 2015, 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 in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 5,165,583

$ 4,965,040

$ 145,299

$ 55,244

Consumer Staples

1,705,439

1,629,623

59,858

15,958

Energy

1,390,164

1,390,164

-

-

Financials

4,547,393

4,334,864

172,327

40,202

Health Care

3,170,816

2,957,094

166,620

47,102

Industrials

1,851,460

1,712,124

121,879

17,457

Information Technology

7,503,716

6,898,053

87,579

518,084

Materials

933,405

924,257

9,148

-

Telecommunication Services

13,950

13,950

-

-

Utilities

27,200

27,200

-

-

Corporate Bonds

20,508

-

20,278

230

Money Market Funds

1,083,581

1,083,581

-

-

Total Investments in Securities:

$ 27,413,215

$ 25,935,950

$ 782,988

$ 694,277

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Equities - Information Technology

Beginning Balance

$ 334,440

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

224,939

Cost of Purchases

20,532

Proceeds of Sales

(61,827)

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 518,084

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 205,618

Other Investments in Securities

Beginning Balance

$ 138,746

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

(29,746)

Cost of Purchases

68,699

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

(1,506)

Ending Balance

$ 176,193

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ (29,746)

The information used in the above reconciliations represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliations are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

87.5%

United Kingdom

2.1%

Ireland

1.8%

Canada

1.2%

Others (Individually Less Than 1%)

7.4%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

 

 December 31, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $639,318) - See accompanying schedule:

Unaffiliated issuers (cost $19,221,627)

$ 26,329,634

 

Fidelity Central Funds (cost $1,083,581)

1,083,581

 

Total Investments (cost $20,305,208)

 

$ 27,413,215

Receivable for investments sold

13,187

Receivable for fund shares sold

26,087

Dividends receivable

17,124

Interest receivable

351

Distributions receivable from Fidelity Central Funds

851

Prepaid expenses

58

Other receivables

706

Total assets

27,471,579

 

 

 

Liabilities

Payable for investments purchased

$ 40,740

Payable for fund shares redeemed

70,106

Accrued management fee

10,798

Distribution and service plan fees payable

5,860

Other affiliated payables

4,207

Other payables and accrued expenses

780

Collateral on securities loaned, at value

654,184

Total liabilities

786,675

 

 

 

Net Assets

$ 26,684,904

Net Assets consist of:

 

Paid in capital

$ 19,406,938

Undistributed net investment income

1,473

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

168,532

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

7,107,961

Net Assets

$ 26,684,904

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

 

 December 31, 2015

 

 

 

Calculation of Maximum Offering Price

Class A:

Net Asset Value and redemption price per share ($7,920,180 ÷ 302,944 shares)

$ 26.14

 

 

 

Maximum offering price per share (100/94.25 of $26.14)

$ 27.73

Class T:

Net Asset Value and redemption price per share ($2,070,979 ÷ 81,198 shares)

$ 25.51

 

 

 

Maximum offering price per share (100/96.50 of $25.51)

$ 26.44

Class B:

Net Asset Value and offering price per share ($107,098 ÷ 4,561 shares)A

$ 23.48

 

 

 

Class C:

Net Asset Value and offering price per share ($3,841,115 ÷ 162,100 shares)A

$ 23.70

 

 

 

Class I:

Net Asset Value, offering price and redemption price per share ($12,309,779 ÷ 462,262 shares)

$ 26.63

 

 

 

Class Z:

Net Asset Value, offering price and redemption price per share ($435,753 ÷ 16,351 shares)

$ 26.65

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Statement of Operations

Amounts in thousands

 Year ended December 31, 2015

 

 

 

Investment Income

 

 

Dividends

 

$ 304,033

Interest

 

970

Income from Fidelity Central Funds

 

6,523

Total income

 

311,526

 

 

 

Expenses

Management fee

 

 

Basic fee

$ 154,042

Performance adjustment

(21,482)

Transfer agent fees

49,884

Distribution and service plan fees

72,399

Accounting and security lending fees

2,108

Custodian fees and expenses

546

Independent trustees' compensation

120

Registration fees

454

Audit

114

Legal

66

Miscellaneous

190

Total expenses before reductions

258,441

Expense reductions

(1,273)

257,168

Net investment income (loss)

54,358

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

1,382,123

Foreign currency transactions

(838)

Total net realized gain (loss)

 

1,381,285

Change in net unrealized appreciation (depreciation) on:

Investment securities

(742,562)

Assets and liabilities in foreign currencies

(33)

Total change in net unrealized appreciation (depreciation)

 

(742,595)

Net gain (loss)

638,690

Net increase (decrease) in net assets resulting from operations

$ 693,048

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Year ended
December 31,
2015

Year ended
December 31,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 54,358

$ 34,475

Net realized gain (loss)

1,381,285

2,437,996

Change in net unrealized appreciation (depreciation)

(742,595)

(58,375)

Net increase (decrease) in net assets resulting from operations

693,048

2,414,096

Distributions to shareholders from net investment income

(46,051)

(31,791)

Distributions to shareholders from net realized gain

(1,142,480)

(2,046,943)

Total distributions

(1,188,531)

(2,078,734)

Share transactions - net increase (decrease)

(1,326,831)

2,177,978

Total increase (decrease) in net assets

(1,822,314)

2,513,340

 

 

 

Net Assets

Beginning of period

28,507,218

25,993,878

End of period (including undistributed net investment income of $1,473 and accumulated net investment loss of $531, respectively)

$ 26,684,904

$ 28,507,218

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class A

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.67

$ 26.32

$ 22.75

$ 19.72

$ 19.96

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .05

  .04

  .01

  .03

  (.05)

Net realized and unrealized gain (loss)

  .57

  2.34

  7.21

  3.09

  (.15)

Total from investment operations

  .62

  2.38

  7.22

  3.12

  (.20)

Distributions from net investment income

  (.02)

  -

  -

  -

  -

Distributions from net realized gain

  (1.13)

  (2.03)

  (3.65)

  (.09)

  (.04)

Total distributions

  (1.15)

  (2.03)

  (3.65)

  (.09)

  (.04)

Net asset value, end of period

$ 26.14

$ 26.67

$ 26.32

$ 22.75

$ 19.72

Total ReturnA, B

  2.39%

  9.20%

  32.36%

  15.84%

  (1.04)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  .92%

  .92%

  .94%

  1.01%

  1.08%

Expenses net of fee waivers, if any

  .91%

  .92%

  .94%

  1.01%

  1.08%

Expenses net of all reductions

  .91%

  .92%

  .94%

  1.00%

  1.07%

Net investment income (loss)

  .20%

  .13%

  .02%

  .13%

  (.23)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 7,920

$ 8,475

$ 8,634

$ 6,459

$ 5,809

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class T

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.10

$ 25.84

$ 22.44

$ 19.46

$ 19.74

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.01)

  (.03)

  (.06)

  (.02)

  (.10)

Net realized and unrealized gain (loss)

  .55

  2.31

  7.11

  3.04

  (.14)

Total from investment operations

  .54

  2.28

  7.05

  3.02

  (.24)

Distributions from net realized gain

  (1.13)

  (2.02)

  (3.65)

  (.04)

  (.04)

Net asset value, end of period

$ 25.51

$ 26.10

$ 25.84

$ 22.44

$ 19.46

Total ReturnA, B

  2.14%

  8.98%

  32.05%

  15.52%

  (1.25)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.17%

  1.17%

  1.18%

  1.25%

  1.32%

Expenses net of fee waivers, if any

  1.16%

  1.17%

  1.18%

  1.25%

  1.32%

Expenses net of all reductions

  1.16%

  1.17%

  1.18%

  1.24%

  1.32%

Net investment income (loss)

  (0.05)%

  (.11)%

  (.22)%

  (.11)%

  (.48)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 2,071

$ 2,219

$ 2,134

$ 1,795

$ 1,640

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class B

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.24

$ 24.27

$ 21.37

$ 18.60

$ 18.95

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.14)

  (.16)

  (.19)

  (.14)

  (.20)

Net realized and unrealized gain (loss)

  .51

  2.15

  6.74

  2.91

  (.15)

Total from investment operations

  .37

  1.99

  6.55

  2.77

  (.35)

Distributions from net realized gain

  (1.13)

  (2.02)

  (3.65)

  -

  -

Net asset value, end of period

$ 23.48

$ 24.24

$ 24.27

$ 21.37

$ 18.60

Total ReturnA, B

  1.60%

  8.36%

  31.31%

  14.89%

  (1.85)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.70%

  1.71%

  1.75%

  1.82%

  1.89%

Expenses net of fee waivers, if any

  1.70%

  1.71%

  1.75%

  1.82%

  1.89%

Expenses net of all reductions

  1.69%

  1.71%

  1.75%

  1.81%

  1.89%

Net investment income (loss)

  (.59)%

  (.66)%

  (.79)%

  (.68)%

  (1.05)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 107

$ 182

$ 213

$ 239

$ 309

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class C

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.45

$ 24.45

$ 21.49

$ 18.70

$ 19.03

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.14)

  (.16)

  (.18)

  (.13)

  (.19)

Net realized and unrealized gain (loss)

  .52

  2.18

  6.79

  2.92

  (.14)

Total from investment operations

  .38

  2.02

  6.61

  2.79

  (.33)

Distributions from net realized gain

  (1.13)

  (2.02)

  (3.65)

  -

  -

Net asset value, end of period

$ 23.70

$ 24.45

$ 24.45

$ 21.49

$ 18.70

Total ReturnA, B

  1.63%

  8.43%

  31.41%

  14.92%

  (1.73)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.67%

  1.67%

  1.69%

  1.75%

  1.83%

Expenses net of fee waivers, if any

  1.66%

  1.67%

  1.69%

  1.75%

  1.83%

Expenses net of all reductions

  1.66%

  1.67%

  1.69%

  1.75%

  1.82%

Net investment income (loss)

  (.55)%

  (.62)%

  (.73)%

  (.62)%

  (.98)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 3,841

$ 3,889

$ 3,459

$ 2,515

$ 2,133

Portfolio turnover rateE

  47%

  62%

  79%

  47%

  58%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class I

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 27.15

$ 26.76

$ 23.02

$ 19.96

$ 20.14

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .13

  .11

  .07

  .09

  .01

Net realized and unrealized gain (loss)

  .57

  2.39

  7.32

  3.12

  (.15)

Total from investment operations

  .70

  2.50

  7.39

  3.21

  (.14)

Distributions from net investment income

  (.09)

  (.07)

  -

  (.02)

  -

Distributions from net realized gain

  (1.13)

  (2.04)

  (3.65)

  (.13)

  (.04)

Total distributions

  (1.22)

  (2.11)

  (3.65)

  (.15)

  (.04)

Net asset value, end of period

$ 26.63

$ 27.15

$ 26.76

$ 23.02

$ 19.96

Total ReturnA

  2.64%

  9.51%

  32.73%

  16.11%

  (.73)%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  .66%

  .67%

  .68%

  .74%

  .81%

Expenses net of fee waivers, if any

  .66%

  .67%

  .68%

  .74%

  .81%

Expenses net of all reductions

  .66%

  .67%

  .68%

  .74%

  .81%

Net investment income (loss)

  .45%

  .39%

  .28%

  .39%

  .03%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 12,310

$ 13,449

$ 11,477

$ 9,898

$ 7,169

Portfolio turnover rateD

  47%

  62%

  79%

  47%

  58%

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

B Calculated based on average shares outstanding during the period.

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

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

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

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

Annual Report

Financial Highlights - Fidelity Advisor New Insights Fund Class Z

Years ended December 31,

2015

2014

2013 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 27.17

$ 26.78

$ 27.42

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .16

  .15

  .01

Net realized and unrealized gain (loss)

  .58

  2.39

  3.00

Total from investment operations

  .74

  2.54

  3.01

Distributions from net investment income

  (.12)

  (.10)

  -

Distributions from net realized gain

  (1.13)

  (2.04)

  (3.65)

Total distributions

  (1.26) J

  (2.15) I

  (3.65)

Net asset value, end of period

$ 26.65

$ 27.17

$ 26.78

Total ReturnB, C

  2.78%

  9.65%

  11.50%

Ratios to Average Net AssetsE, H

 

 

 

Expenses before reductions

  .53%

  .54%

  .55%A

Expenses net of fee waivers, if any

  .53%

  .54%

  .55%A

Expenses net of all reductions

  .53%

  .53%

  .55%A

Net investment income (loss)

  .58%

  .52%

  .14%A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 436

$ 294

$ 77

Portfolio turnover rateF

  47%

  62%

  79%A

A Annualized

B Total returns for periods of less than one year are not annualized.

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period August 13, 2013 (commencement of sale of shares) to December 31, 2013.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $2.15 per share is comprised of distributions from net investment income of $.104 and distributions from net realized gain of $2.041 per share.

J Total distributions of $1.26 per share is comprised of distributions from net investment income of $.124 and distributions from net realized gain of $1.134 per share.

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

Annual Report


Notes to Financial Statements

For the period ended December 31, 2015

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor New Insights Fund (the Fund) is a fund of Fidelity Contrafund (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Class I (formerly Institutional Class) and Class Z shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

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

Annual Report

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

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

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

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. 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. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

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.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted
Average

Impact to
Valuation from an Increase in
Input
*

Corporate Bonds

$ 230

Replacement cost

Recovery rate

1.0%

Increase

Equities

$ 694,047

Discount cash flow

Discount rate

8.0%

Decrease

 

 

 

Growth rate

3.0%

Increase

 

 

Expected distribution

Recovery rate

0.0%

Increase

 

 

Last transaction price

Transaction price

$0.99 - $89.00 / $63.43

Increase

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted
Average

Impact to
Valuation from an Increase in
Input
*

 

 

 

Adjusted transaction price

$31.12

Increase

 

 

 

Discount rate

50.0%

Decrease

 

 

Market comparable

EV/EBITDA multiple

9.8 - 27.0 / 21.6

Increase

 

 

 

EV/Sales multiple

1.2 - 7.8 / 5.2

Increase

 

 

 

P/B multiple

2.0

Increase

 

 

 

Discount rate

3.0% - 50.0% / 14.9%

Decrease

 

 

 

P/E multiple

12.1 - 14.2 / 13.2

Increase

 

 

 

Discount for lack of marketability

10.0% - 30.0% / 14.8%

Decrease

 

 

 

Premium rate

30.0%

Increase

 

 

 

EV/GP multiple

4.8

Increase

 

 

Partnership NAV

Partnership NAV

$26.60

Increase

 

 

Proposed transaction price

Transaction price

$1,831.90

Increase

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

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 December 31, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

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

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

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Foreign Currency - continued

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Annual Report

3. Significant Accounting Policies - continued

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

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 December 31, 2015, 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. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. 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 foreign currency transactions, passive foreign investment companies (PFIC), partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 8,013,814

Gross unrealized depreciation

(967,211)

Net unrealized appreciation (depreciation) on securities

$ 7,046,603

Tax Cost

$ 20,366,612

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

Undistributed ordinary income

$ 1,680

Undistributed long-term capital gain

$ 230,266

Net unrealized appreciation (depreciation) on securities and other investments

$ 7,046,556

The tax character of distributions paid was as follows:

 

December 31, 2015

December 31, 2014

Ordinary Income

$ 46,051

$ 46,491

Long-term Capital Gains

1,142,480

2,032,243

Total

$ 1,188,531

$ 2,078,734

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

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $12,891,360 and $15,138,883, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Class I of the Fund as compared to its benchmark index, the S&P 500 Index, over the same 36 month performance period. For the reporting period, the total annual management fee rate, including the performance adjustment, was .47% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 20,791

$ -

Class T

.25%

.25%

10,884

-

Class B

.75%

.25%

1,440

1,080

Class C

.75%

.25%

39,284

4,017

 

 

 

$ 72,399

$ 5,097

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 1,387

Class T

191

Class BA

43

Class C A

236

 

$ 1,857

A When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class Z. FIIOC receives an asset-based fee of Class Z's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Class-Level Average
Net Assets

Class A

$ 15,123

.18

Class T

3,921

.18

Class B

305

.21

Class C

7,128

.18

Class I

23,191

.18

Class Z

216

.05

 

$ 49,884

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $200 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates 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 Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $41 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $13,247. Security lending income represents the income earned on investing cash

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

7. Security Lending - continued

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. Total security lending income during the period amounted to $5,204, including $213 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $566 for the period.

In addition, 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. During the period, these credits reduced the Fund' custody expenses by $1.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund level operating expenses in the amount of $113 and a portion of class-level operating expenses as follows:

 

Amount

Class A

$ 189

Class T

49

Class B

5

Class C

80

Class I

270

 

$ 593

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2015

2014

From net investment income

 

 

Class A

$ 4,999

$ -

Class I

39,092

30,759

Class Z

1,960

1,032

Total

$ 46,051

$ 31,791

Annual Report

9. Distributions to Shareholders - continued

Years ended December 31,

2015

2014

From net realized gain

 

 

Class A

$ 336,609

$ 606,361

Class T

90,096

160,563

Class B

5,527

14,434

Class C

177,341

297,255

Class I

515,418

948,474

Class Z

17,489

19,856

Total

$ 1,142,480

$ 2,046,943

10. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 

Shares

Dollars

Years ended December 31,

2015

2014

2015

2014

Class A

 

 

 

 

Shares sold

43,674

56,480

$ 1,185,377

$ 1,535,803

Reinvestment of distributions

12,627

22,207

327,470

581,082

Shares redeemed

(71,066)

(89,074)

(1,931,743)

(2,443,351)

Net increase (decrease)

(14,765)

(10,387)

$ (418,896)

$ (326,466)

Class T

 

 

 

 

Shares sold

8,555

10,880

$ 226,885

$ 289,917

Reinvestment of distributions

3,329

5,820

84,272

149,046

Shares redeemed

(15,702)

(14,283)

(416,783)

(381,835)

Net increase (decrease)

(3,818)

2,417

$ (105,626)

$ 57,128

Class B

 

 

 

 

Shares sold

89

194

$ 2,138

$ 4,762

Reinvestment of distributions

210

541

4,926

12,886

Shares redeemed

(3,241)

(1,988)

(79,804)

(49,648)

Net increase (decrease)

(2,942)

(1,253)

$ (72,740)

$ (32,000)

Class C

 

 

 

 

Shares sold

20,651

25,077

$ 510,224

$ 628,846

Reinvestment of distributions

6,325

10,237

148,901

245,714

Shares redeemed

(23,947)

(17,713)

(594,182)

(446,482)

Net increase (decrease)

3,029

17,601

$ 64,943

$ 428,078

Class I

 

 

 

 

Shares sold

97,654

132,665

$ 2,700,232

$ 3,697,269

Reinvestment of distributions

18,139

30,790

478,968

819,710

Shares redeemed

(148,908)

(97,045)

(4,124,969)

(2,684,332)

Net increase (decrease)

(33,115)

66,410

$ (945,769)

$ 1,832,647

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

10. Share Transactions - continued

 

Shares

Dollars

Years ended December 31,

2015

2014

2015

2014

Class Z

 

 

 

 

Shares sold

12,793

8,291

$ 356,386

$ 229,233

Reinvestment of distributions

730

772

19,260

20,561

Shares redeemed

(7,992)

(1,117)

(224,389)

(31,203)

Net increase (decrease)

5,531

7,946

$ 151,257

$ 218,591

11. Other.

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

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Contrafund and the Shareholders of Fidelity Advisor New Insights Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor New Insights Fund (a fund of Fidelity Contrafund) at December 31, 2015, 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 periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor New Insights Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2015 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 19, 2016

Annual Report


Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 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 1-877-208-0098.

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.

Annual Report

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

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have 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. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity® funds' valuation-related activities, reporting and risk management. 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."

Annual Report

Trustees and Officers - continued

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+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity® funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014) and a Director of FMR and FMR Co., Inc. (investment adviser firms, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* 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.

Annual Report

Trustees and Officers - continued

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+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity® funds. Mr. Lacy serves as Chairman (2014-present) and a member (2010-present) of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes) and a Director of Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). He is a Trustee of the California Chapter of The Nature Conservancy (2015-present) and a Director of the Center for Advanced Study in the Behavioral Sciences at Stanford University (2015-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation (retail) and Chief Executive Officer and Chairman of the Board of Sears, Roebuck and Co. (retail, 2000-2005). Previously, Mr. Lacy served as Chairman (2008-2011) and a member (2006-2015) of the Board of Trustees of the National Parks Conservation Association and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity® funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity® funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity® funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present) and a non-executive Chairman of Health Equity, Inc. (health savings custodian, 2015-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity® funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity® funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2001

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity® funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity® funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ 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.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Officers:

Correspondence intended for an officer or Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

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

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. Mr. Bryant serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2015-present) and FMR Co., Inc. (investment adviser firm, 2015-present); Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2015-present) and Fidelity Investments Money Management, Inc. (investment adviser firm, 2015-present); and CLO of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2015-present). He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and CLO of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as 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).

John F. Papandrea (1972)

Year of Election or Appointment: 2016

Anti-Money Laundering (AML) Officer

 

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She 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 (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), FIAM LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Chief Compliance Officer of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2012-2016); Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The Board of Trustees of Advisor New Insights Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class Z

02/16/16

02/12/16

$0.002

$0.228

The fund hereby designates as a capital gain with respect to the taxable year ended December 31, 2015, $$1,365,326,089, or, if subsequently determined to be different, the net capital gain of such year.

Class Z designates 100% of the dividends distributed during the fiscal year as qualifiying for the dividends-received deduction for corporate shareholders.

Class Z designates 100% of dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor New Insights Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history. The Board noted that there was a portfolio management change for the fund in September 2013.

Annual Report

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Advisor New Insights Fund

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The Board has discussed with FMR the fund's underperformance (based on the December 31, 2014 data presented herein) and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance. The Board noted that the fund's performance has improved since the period shown.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, a securities index, thus leading to a performance adjustment for the same period. The Board noted that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the shareholders of the fund.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Annual Report

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment, relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Advisor New Insights Fund

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The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014. The Board also noted the effect of the fund's performance adjustment, if any, on the fund's management fee ranking.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Annual Report

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board noted the impact of the fund's performance adjustment. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below its competitive median for 2014.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

Annual Report

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Adviser

FMR Co., Inc.

FMR Investment Management
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

ANIFZ-UANN-0216
1.9585874.102
Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments December 31, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor®

Series Opportunistic Insights Fund

Annual Report

December 31, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the Financial Statements.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

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 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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. © 2016 FMR LLC. All rights reserved.

Annual Report

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-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q 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.advisor.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.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's 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 $10,000 table and the fund's 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 reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2015

Past 1
year

Life of
fund
A

  Fidelity Advisor® Series Opportunistic Insights Fund

7.62%

18.56%

A From December 6, 2012.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® Series Opportunistic Insights Fund on December 6, 2012, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Russell 3000® Index performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks gained modestly in 2015, rebounding from a steep decline in August and September over worries about China's slowing economic growth. The S&P 500® index rose 1.38% for the period, its lowest calendar-year return since 2008. After the late-summer rout, stocks sharply reversed course in October, lifted by the Federal Reserve's decision to put off raising near-term interest rates until mid-December. Investors also were encouraged by an interest-rate cut in China and economic stimulus in Europe. Overall, growth stocks fared much better than their value counterparts, as investors sought growth in a subpar economic environment. This helped lift the technology-heavy Nasdaq Composite Index® 6.96% for the year. Sector performance in the broader market was split, with five of 10 sectors in the S&P 500® gaining ground and five retreating. Consumer discretionary (+10%) led the way, benefiting from rising personal income and low inflation. Health care (+7%), consumer staples (+7%) and information technology (+6%) also outpaced the broad market amid strong fundamentals. Conversely, the energy sector (-21%) was by far the worst performer, stung by deflated commodity prices that also hit materials (-8%). The defensive, but rate-sensitive utilities sector (-5%) lost ground on the cusp of Fed tightening, while industrials (-3%) were dragged down with energy prices and a slower-growing China.

Comments from Portfolio Manager William Danoff: For the year, the fund handily outpaced the 0.48% result of the benchmark Russell 3000® Index. The fund performed better than the benchmark because it owned a larger proportion of companies that increased earnings nicely - especially within information technology - despite the economic headwinds overseas and the strong U.S. dollar. Our top relative contributor was Facebook, which continued to increase revenue at a very fast clip as users continued to spend more time on its apps and engage with the advertising on them. We also were helped by Amazon.com, one of the best-performing stocks in the entire market, as investors came to appreciate its cloud-computing business, Amazon Web Services. Internet search firm Alphabet (formerly Google) also helped, with shares performing well the past year and the company demonstrating it could maintain robust revenue as more people access the Internet on their smartphones. All three contributors mentioned were among our largest holdings. Conversely, our biggest relative detractor was our stake in Chipotle Mexican Grill. Shares were hampered by an unfortunate late-year outbreak of E. coli infections in some of its restaurants.

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.

Annual Report


Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2015 to December 31, 2015).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Annual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
July 1, 2015

Ending
Account Value
December 31, 2015

Expenses Paid
During Period
C
July 1, 2015 to
December 31, 2015

Actual

.95%

$ 1,000.00

$ 1,019.20

$ 4.84

HypotheticalA

 

$ 1,000.00

$ 1,020.42

$ 4.84

A 5% return per year before expenses

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

C Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Facebook, Inc. Class A

7.0

7.4

Amazon.com, Inc.

6.4

1.7

Alphabet, Inc. Class A

3.7

1.2

Salesforce.com, Inc.

3.2

1.7

Alphabet, Inc. Class C

3.0

1.2

Berkshire Hathaway, Inc. Class A

2.5

2.7

Starbucks Corp.

2.5

2.2

Netflix, Inc.

2.5

0.6

Apple, Inc.

2.5

3.0

Gilead Sciences, Inc.

2.1

4.1

 

35.4

Top Five Market Sectors as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

35.7

30.2

Consumer Discretionary

26.5

20.0

Health Care

12.0

19.2

Financials

10.1

10.9

Consumer Staples

6.7

6.9

Asset Allocation (% of fund's net assets)

As of December 31, 2015 *

As of June 30, 2015 **

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Stocks 96.7%

 

oti774299

Stocks 96.5%

 

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Convertible
Securities 2.4%

 

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Convertible
Securities 1.9%

 

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Other Investments 0.0%

 

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Other Investments 0.1%

 

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Short-Term
Investments and
Net Other Assets (Liabilities) 0.9%

 

oti774311

Short-Term
Investments and
Net Other Assets (Liabilities) 1.5%

 

* Foreign investments

7.7%

 

** Foreign investments

9.1%

 

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Percentages shown as 0.0% may reflect amounts less than 0.05%

Annual Report


Investments December 31, 2015

Showing Percentage of Net Assets

Common Stocks - 96.7%

Shares

Value

CONSUMER DISCRETIONARY - 26.3%

Automobiles - 1.2%

Fuji Heavy Industries Ltd.

4,700

$ 193,623

General Motors Co.

49,100

1,669,891

Tesla Motors, Inc. (a)(d)

36,669

8,800,927

 

10,664,441

Diversified Consumer Services - 0.2%

Bright Horizons Family Solutions, Inc. (a)

8,800

587,840

ServiceMaster Global Holdings, Inc. (a)

2,300

90,252

Weight Watchers International, Inc. (a)

35,600

811,680

 

1,489,772

Hotels, Restaurants & Leisure - 4.7%

ARAMARK Holdings Corp.

26,000

838,500

Boyd Gaming Corp. (a)

3,609

71,711

Chipotle Mexican Grill, Inc. (a)

21,229

10,186,736

Domino's Pizza, Inc.

12,900

1,435,125

Hilton Worldwide Holdings, Inc.

17,900

383,060

Marriott International, Inc. Class A

62,800

4,210,112

Planet Fitness, Inc. (a)(d)

5,387

84,199

Royal Caribbean Cruises Ltd.

900

91,089

Starbucks Corp.

358,320

21,509,950

Vail Resorts, Inc.

1,600

204,784

Whitbread PLC

35,261

2,287,718

 

41,302,984

Household Durables - 0.3%

D.R. Horton, Inc.

17,200

550,916

Lennar Corp. Class A

17,400

851,034

Mohawk Industries, Inc. (a)

4,700

890,133

 

2,292,083

Internet & Catalog Retail - 11.4%

Amazon.com, Inc. (a)

81,893

55,350,660

Expedia, Inc.

1,400

174,020

Netflix, Inc. (a)

186,227

21,300,644

Priceline Group, Inc. (a)

12,700

16,191,865

TripAdvisor, Inc. (a)

54,234

4,623,449

Wayfair LLC Class A (a)(d)

21,000

1,000,020

 

98,640,658

Leisure Products - 0.0%

Hasbro, Inc.

5,400

363,744

Media - 2.7%

Altice NV Class A (a)

12,835

184,817

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Media - continued

Charter Communications, Inc. Class A (a)(d)

7,900

$ 1,446,490

Interpublic Group of Companies, Inc.

4,100

95,448

Legend Pictures LLC (a)(f)(g)

755

1,383,085

Liberty Broadband Corp.:

Class A (a)

10,225

528,121

Class C (a)

19,951

1,034,659

Liberty Global PLC:

Class A (a)

80,748

3,420,485

Class C (a)

65,548

2,672,392

LiLAC Class A (a)

5,077

210,035

LiLAC Class C (a)

3,602

154,886

Liberty Media Corp.:

Class A (a)

4,600

180,550

Class C (a)

84,204

3,206,488

Lions Gate Entertainment Corp.

24,800

803,272

Naspers Ltd. Class N

5,200

710,759

RELX PLC

5,100

89,995

Rightmove PLC

6,939

421,966

Sirius XM Holdings, Inc. (a)

90,500

368,335

Starz Series A (a)

7,600

254,600

The Walt Disney Co.

59,800

6,283,784

 

23,450,167

Multiline Retail - 0.3%

Dollar Tree, Inc. (a)

12,800

988,416

Dollarama, Inc.

9,200

531,508

Next PLC

13,900

1,493,822

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

300

5,103

 

3,018,849

Specialty Retail - 2.4%

AutoNation, Inc. (a)

4,000

238,640

AutoZone, Inc. (a)

3,900

2,893,449

Foot Locker, Inc.

6,300

410,067

Home Depot, Inc.

36,000

4,761,000

L Brands, Inc.

4,600

440,772

O'Reilly Automotive, Inc. (a)

19,734

5,000,990

Signet Jewelers Ltd.

3,100

383,439

TJX Companies, Inc.

72,913

5,170,261

Ulta Salon, Cosmetics & Fragrance, Inc. (a)

6,500

1,202,500

 

20,501,118

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - 3.1%

Coach, Inc.

2,900

$ 94,917

NIKE, Inc. Class B

295,690

18,480,625

Under Armour, Inc. Class A (sub. vtg.) (a)(d)

99,900

8,052,939

 

26,628,481

TOTAL CONSUMER DISCRETIONARY

228,352,297

CONSUMER STAPLES - 6.6%

Beverages - 1.0%

Boston Beer Co., Inc. Class A (a)

15,631

3,156,055

Coca-Cola Bottling Co. Consolidated

12,000

2,190,120

Constellation Brands, Inc. Class A (sub. vtg.)

6,200

883,128

Kweichow Moutai Co. Ltd.

2,700

90,430

Monster Beverage Corp.

8,100

1,206,576

The Coca-Cola Co.

25,300

1,086,888

 

8,613,197

Food & Staples Retailing - 1.3%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

11,800

519,432

Costco Wholesale Corp.

41,358

6,679,317

CVS Health Corp.

33,924

3,316,749

Kroger Co.

10,600

443,398

 

10,958,896

Food Products - 1.2%

Amplify Snack Brands, Inc.

10,185

117,331

Associated British Foods PLC

114,432

5,637,809

Blue Buffalo Pet Products, Inc. (a)(d)

3,700

69,227

General Mills, Inc.

100

5,766

Mondelez International, Inc.

70,335

3,153,821

Pinnacle Foods, Inc.

21,000

891,660

Post Holdings, Inc. (a)

2,600

160,420

Premium Brands Holdings Corp.

26,000

717,598

The Kraft Heinz Co.

1,000

72,760

 

10,826,392

Household Products - 1.4%

Colgate-Palmolive Co.

175,557

11,695,607

Procter & Gamble Co.

4,000

317,640

Spectrum Brands Holdings, Inc.

600

61,080

 

12,074,327

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Personal Products - 1.7%

Estee Lauder Companies, Inc. Class A

160,444

$ 14,128,699

L'Oreal SA

1,322

223,117

 

14,351,816

TOTAL CONSUMER STAPLES

56,824,628

ENERGY - 1.2%

Energy Equipment & Services - 0.2%

Schlumberger Ltd.

26,950

1,879,763

Oil, Gas & Consumable Fuels - 1.0%

Birchcliff Energy Ltd. (a)

24,800

72,409

Canadian Natural Resources Ltd.

22,200

484,848

Cimarex Energy Co.

600

53,628

Concho Resources, Inc. (a)

500

46,430

Diamondback Energy, Inc.

4,700

314,430

EOG Resources, Inc.

55,416

3,922,899

Marathon Petroleum Corp.

11,700

606,528

Phillips 66 Co.

10,000

818,000

TAG Oil Ltd. (a)

158,192

60,592

Tesoro Corp.

8,000

842,960

Valero Energy Corp.

24,400

1,725,324

 

8,948,048

TOTAL ENERGY

10,827,811

FINANCIALS - 9.7%

Banks - 4.4%

Banco Santander Chile sponsored ADR

24,100

425,124

Bank of America Corp.

167,900

2,825,757

Citigroup, Inc.

162,473

8,407,978

HDFC Bank Ltd. sponsored ADR

54,987

3,387,199

JPMorgan Chase & Co.

83,900

5,539,917

Virgin Money Holdings Uk PLC

22,453

126,013

Wells Fargo & Co.

315,204

17,134,489

 

37,846,477

Capital Markets - 0.8%

BlackRock, Inc. Class A

14,047

4,783,284

Diamond Hill Investment Group, Inc.

400

75,600

Goldman Sachs Group, Inc.

1,100

198,253

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Capital Markets - continued

Morgan Stanley

13,958

$ 444,004

Oaktree Capital Group LLC Class A

26,108

1,245,874

 

6,747,015

Consumer Finance - 0.3%

Credit Acceptance Corp. (a)(d)

1,600

342,432

LendingClub Corp. (d)

45,510

502,886

Synchrony Financial (a)

47,828

1,454,449

 

2,299,767

Diversified Financial Services - 3.0%

Berkshire Hathaway, Inc. Class A (a)

111

21,955,800

IntercontinentalExchange, Inc.

3,700

948,162

McGraw Hill Financial, Inc.

35,753

3,524,531

MSCI, Inc. Class A

1,300

93,769

 

26,522,262

Insurance - 0.8%

ACE Ltd.

15,900

1,857,915

AIA Group Ltd.

188,400

1,125,706

Direct Line Insurance Group PLC

85,800

515,432

Fairfax Financial Holdings Ltd. (sub. vtg.)

1,600

759,598

James River Group Holdings Ltd.

5,200

174,408

Marsh & McLennan Companies, Inc.

22,722

1,259,935

The Chubb Corp.

11,738

1,556,928

 

7,249,922

Real Estate Investment Trusts - 0.4%

American Tower Corp.

11,300

1,095,535

Equity Residential (SBI)

16,100

1,313,599

Merlin Properties Socimi SA

47,900

600,979

Public Storage

1,800

445,860

 

3,455,973

Real Estate Management & Development - 0.0%

Brookfield Asset Management, Inc. Class A

2,500

78,865

WeWork Companies, Inc. Class A (g)

4,986

250,236

 

329,101

TOTAL FINANCIALS

84,450,517

HEALTH CARE - 12.0%

Biotechnology - 3.9%

Aduro Biotech, Inc.

3,700

104,118

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Biotechnology - continued

Agios Pharmaceuticals, Inc. (a)

8,800

$ 571,296

Alexion Pharmaceuticals, Inc. (a)

2,400

457,800

Alnylam Pharmaceuticals, Inc. (a)

1,400

131,796

Amgen, Inc.

5,111

829,669

Anacor Pharmaceuticals, Inc. (a)

2,400

271,128

Baxalta, Inc.

2,300

89,769

Biotie Therapies Corp. sponsored ADR

12,200

172,630

bluebird bio, Inc. (a)

2,500

160,550

Blueprint Medicines Corp.

3,200

84,288

Celgene Corp. (a)

31,800

3,808,368

Cellectis SA sponsored ADR

2,200

68,266

Chiasma, Inc. (a)

1,600

31,312

Cidara Therapeutics, Inc. (d)

2,700

46,332

Enanta Pharmaceuticals, Inc. (a)

10,374

342,549

Genmab A/S (a)

1,400

186,150

Gilead Sciences, Inc.

182,840

18,501,580

Incyte Corp. (a)

5,400

585,630

Intrexon Corp. (a)(d)

24,300

732,645

Mirati Therapeutics, Inc. (a)

1,500

47,400

Myriad Genetics, Inc. (a)(d)

16,103

695,005

NantKwest, Inc. (a)(d)

7,000

121,310

Neurocrine Biosciences, Inc. (a)

22,074

1,248,726

OvaScience, Inc. (a)

144,180

1,408,639

ProNai Therapeutics, Inc. (a)

2,100

31,584

Regeneron Pharmaceuticals, Inc. (a)

5,300

2,877,211

Sage Therapeutics, Inc. (a)

1,100

64,130

TESARO, Inc. (a)

1,900

99,408

Ultragenyx Pharmaceutical, Inc. (a)

1,000

112,180

uniQure B.V. (a)

7,700

127,358

Vertex Pharmaceuticals, Inc. (a)

900

113,247

 

34,122,074

Health Care Equipment & Supplies - 1.9%

Becton, Dickinson & Co.

11,274

1,737,211

Boston Scientific Corp. (a)

202,700

3,737,788

C.R. Bard, Inc.

5,700

1,079,808

DENTSPLY International, Inc.

16,900

1,028,365

DexCom, Inc. (a)

25,772

2,110,727

Edwards Lifesciences Corp. (a)

13,688

1,081,078

ICU Medical, Inc. (a)

4,500

507,510

Intuitive Surgical, Inc. (a)

400

218,464

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

Medtronic PLC

55,366

$ 4,258,753

Penumbra, Inc. (a)

3,300

177,573

Sirona Dental Systems, Inc. (a)

800

87,656

 

16,024,933

Health Care Providers & Services - 2.4%

Aetna, Inc.

14,814

1,601,690

AmerisourceBergen Corp.

14,925

1,547,872

Cigna Corp.

11,900

1,741,327

Henry Schein, Inc. (a)

59,393

9,395,379

Ramsay Health Care Ltd.

2,019

99,279

Teladoc, Inc. (d)

12,227

219,597

UnitedHealth Group, Inc.

51,334

6,038,932

VCA, Inc. (a)

1,700

93,500

 

20,737,576

Health Care Technology - 0.3%

Cerner Corp. (a)

45,070

2,711,862

Medidata Solutions, Inc. (a)

2,100

103,509

 

2,815,371

Life Sciences Tools & Services - 1.6%

Eurofins Scientific SA

1,100

384,748

Illumina, Inc. (a)

32,686

6,273,914

Mettler-Toledo International, Inc. (a)

8,055

2,731,692

Thermo Fisher Scientific, Inc.

21,181

3,004,525

Waters Corp. (a)

12,000

1,614,960

 

14,009,839

Pharmaceuticals - 1.9%

Astellas Pharma, Inc.

56,100

798,626

Bristol-Myers Squibb Co.

87,968

6,051,319

Eli Lilly & Co.

31,700

2,671,042

Intra-Cellular Therapies, Inc. (a)

3,400

182,886

Jiangsu Hengrui Medicine Co. Ltd.

11,300

85,207

Novo Nordisk A/S Series B

5,200

301,071

Pozen, Inc. (a)(d)

33,173

226,572

Sino Biopharmaceutical Ltd.

54,000

48,822

Teva Pharmaceutical Industries Ltd. sponsored ADR

93,300

6,124,212

 

16,489,757

TOTAL HEALTH CARE

104,199,550

Common Stocks - continued

Shares

Value

INDUSTRIALS - 4.8%

Aerospace & Defense - 0.5%

General Dynamics Corp.

4,200

$ 576,912

Space Exploration Technologies Corp. Class A (a)(g)

1,487

132,343

The Boeing Co.

20,900

3,021,931

TransDigm Group, Inc. (a)

4,100

936,645

 

4,667,831

Air Freight & Logistics - 0.3%

C.H. Robinson Worldwide, Inc.

2,800

173,656

FedEx Corp.

14,500

2,160,355

 

2,334,011

Airlines - 1.0%

Alaska Air Group, Inc.

4,500

362,295

Ryanair Holdings PLC sponsored ADR

37,700

3,259,542

Southwest Airlines Co.

108,600

4,676,316

 

8,298,153

Building Products - 0.2%

ASSA ABLOY AB (B Shares)

23,600

494,012

Fortune Brands Home & Security, Inc.

15,317

850,094

Toto Ltd.

16,000

562,112

 

1,906,218

Construction & Engineering - 0.0%

Jacobs Engineering Group, Inc. (a)

6,306

264,537

Electrical Equipment - 0.2%

Acuity Brands, Inc.

8,200

1,917,160

Nidec Corp.

2,200

159,535

 

2,076,695

Industrial Conglomerates - 1.6%

3M Co.

30,523

4,597,985

Danaher Corp.

66,420

6,169,090

General Electric Co.

100,034

3,116,059

 

13,883,134

Machinery - 0.2%

Deere & Co.

1,100

83,897

Fanuc Corp.

300

51,687

Illinois Tool Works, Inc.

8,993

833,471

PACCAR, Inc.

1,900

90,060

Rational AG

400

181,565

 

1,240,680

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Professional Services - 0.4%

Equifax, Inc.

19,300

$ 2,149,441

Robert Half International, Inc.

9,400

443,116

Verisk Analytics, Inc. (a)

6,500

499,720

 

3,092,277

Road & Rail - 0.2%

Canadian Pacific Railway Ltd.

12,700

1,622,079

Trading Companies & Distributors - 0.2%

Air Lease Corp. Class A

37,550

1,257,174

HD Supply Holdings, Inc. (a)

25,900

777,777

 

2,034,951

TOTAL INDUSTRIALS

41,420,566

INFORMATION TECHNOLOGY - 34.0%

Communications Equipment - 0.2%

Juniper Networks, Inc.

20,900

576,840

Motorola Solutions, Inc.

10,300

705,035

Palo Alto Networks, Inc. (a)

500

88,070

Qualcomm Technologies, Inc.

2,549

127,412

 

1,497,357

Electronic Equipment & Components - 1.5%

Amphenol Corp. Class A

193,100

10,085,613

CDW Corp.

15,600

655,824

Fitbit, Inc. (d)

9,300

275,187

IPG Photonics Corp. (a)

20,500

1,827,780

Keyence Corp.

500

274,803

 

13,119,207

Internet Software & Services - 14.7%

Alibaba Group Holding Ltd. sponsored ADR (a)

14,500

1,178,415

Alphabet, Inc.:

Class A (a)

41,139

32,006,553

Class C

34,700

26,333,136

eBay, Inc. (a)

57,200

1,571,856

Facebook, Inc. Class A (a)

583,206

61,038,332

JUST EAT Ltd. (a)

8,281

60,270

LinkedIn Corp. Class A (a)

5,722

1,287,908

LogMeIn, Inc. (a)

7,513

504,122

NetEase, Inc. sponsored ADR

500

90,620

Stamps.com, Inc. (a)

6,200

679,582

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Internet Software & Services - continued

SurveyMonkey (g)

62,998

$ 967,019

Tencent Holdings Ltd.

30,000

587,400

Twitter, Inc. (a)

3,700

85,618

VeriSign, Inc. (a)

1,100

96,096

Yahoo!, Inc. (a)

40,605

1,350,522

 

127,837,449

IT Services - 5.5%

Alliance Data Systems Corp. (a)

1,330

367,838

ASAC II LP (a)(g)

224,957

5,984,127

Cognizant Technology Solutions Corp. Class A (a)

42,000

2,520,840

Fiserv, Inc. (a)

9,900

905,454

FleetCor Technologies, Inc. (a)

9,300

1,329,249

Gartner, Inc. Class A (a)

5,400

489,780

Global Payments, Inc.

14,000

903,140

Infosys Ltd. sponsored ADR

3,400

56,950

MasterCard, Inc. Class A

181,590

17,679,602

PayPal Holdings, Inc. (a)

96,762

3,502,784

Total System Services, Inc.

10,800

537,840

Vantiv, Inc. (a)

1,900

90,098

Visa, Inc. Class A

171,440

13,295,172

 

47,662,874

Semiconductors & Semiconductor Equipment - 1.6%

Analog Devices, Inc.

21,300

1,178,316

ARM Holdings PLC

36,700

559,382

Avago Technologies Ltd.

46,700

6,778,505

Broadcom Corp. Class A

27,600

1,595,832

Inphi Corp. (a)

14,045

379,496

Maxim Integrated Products, Inc.

2,100

79,800

NXP Semiconductors NV (a)

17,323

1,459,463

Skyworks Solutions, Inc.

10,571

812,170

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

48,800

1,110,200

 

13,953,164

Software - 8.0%

Activision Blizzard, Inc.

6,300

243,873

Adobe Systems, Inc. (a)

68,173

6,404,172

Atlassian Corp. PLC

2,500

75,200

Check Point Software Technologies Ltd. (a)

7,200

585,936

Electronic Arts, Inc. (a)

129,900

8,926,728

Fleetmatics Group PLC (a)

7,600

386,004

HubSpot, Inc. (a)

900

50,679

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Software - continued

Intuit, Inc.

12,700

$ 1,225,550

Manhattan Associates, Inc. (a)

1,300

86,021

Microsoft Corp.

94,200

5,226,216

Mobileye NV (a)

20,912

884,159

Qlik Technologies, Inc. (a)

3,746

118,598

RealPage, Inc. (a)

3,900

87,555

Red Hat, Inc. (a)

13,170

1,090,608

Salesforce.com, Inc. (a)

353,126

27,685,078

ServiceNow, Inc. (a)

63,411

5,488,856

Tyler Technologies, Inc. (a)

2,100

366,072

Ultimate Software Group, Inc. (a)

40,551

7,928,126

Workday, Inc. Class A (a)

33,400

2,661,312

 

69,520,743

Technology Hardware, Storage & Peripherals - 2.5%

Apple, Inc.

199,241

20,972,108

Pure Storage, Inc.:

Class A (a)(d)

9,900

154,143

Class B

11,508

161,262

Xaar PLC

24,188

149,763

 

21,437,276

TOTAL INFORMATION TECHNOLOGY

295,028,070

MATERIALS - 2.0%

Chemicals - 1.5%

Agrium, Inc.

100

8,938

Ecolab, Inc.

21,793

2,492,683

LyondellBasell Industries NV Class A

3,600

312,840

Olin Corp.

4,000

69,040

PPG Industries, Inc.

45,762

4,522,201

Sherwin-Williams Co.

20,600

5,347,760

The Dow Chemical Co.

2,000

102,960

 

12,856,422

Construction Materials - 0.2%

Martin Marietta Materials, Inc.

8,700

1,188,246

Containers & Packaging - 0.2%

Ball Corp.

5,400

392,742

Common Stocks - continued

Shares

Value

MATERIALS - continued

Containers & Packaging - continued

Sealed Air Corp.

13,304

$ 593,358

WestRock Co.

20,486

934,571

 

1,920,671

Metals & Mining - 0.1%

B2Gold Corp. (a)

160,600

162,492

Barrick Gold Corp.

6,900

51,063

Franco-Nevada Corp.

2,800

128,091

Ivanhoe Mines Ltd. (a)

84,800

37,384

Newcrest Mining Ltd. (a)

48,207

456,145

Novagold Resources, Inc. (a)

45,838

192,469

Primero Mining Corp. (a)

60,700

136,868

 

1,164,512

TOTAL MATERIALS

17,129,851

TELECOMMUNICATION SERVICES - 0.1%

Wireless Telecommunication Services - 0.1%

T-Mobile U.S., Inc. (a)

11,200

438,144

TOTAL COMMON STOCKS

(Cost $595,425,770)


838,671,434

Convertible Preferred Stocks - 2.4%

 

 

 

 

CONSUMER DISCRETIONARY - 0.2%

Diversified Consumer Services - 0.1%

Airbnb, Inc.:

Series D (a)(g)

4,308

401,051

Series E (g)

2,148

199,967

 

601,018

Household Durables - 0.1%

Blu Homes, Inc. Series A, 5.00% (a)(g)

174,063

703,215

TOTAL CONSUMER DISCRETIONARY

1,304,233

CONSUMER STAPLES - 0.1%

Food & Staples Retailing - 0.1%

Blue Apron, Inc. Series D (g)

30,015

431,316

Convertible Preferred Stocks - continued

Shares

Value

FINANCIALS - 0.4%

Consumer Finance - 0.1%

Oportun Finance Corp. Series H (g)

331,477

$ 1,011,005

Real Estate Management & Development - 0.3%

WeWork Companies, Inc. Series E (g)

44,875

2,252,178

TOTAL FINANCIALS

3,263,183

HEALTH CARE - 0.0%

Biotechnology - 0.0%

23andMe, Inc. Series E (g)

5,172

55,999

INDUSTRIALS - 0.0%

Aerospace & Defense - 0.0%

Space Exploration Technologies Corp. Series G (g)

4,394

391,066

INFORMATION TECHNOLOGY - 1.7%

Internet Software & Services - 0.9%

Dropbox, Inc. Series C (a)(g)

53,923

724,186

Pinterest, Inc.:

Series E, 8.00% (a)(g)

318,795

2,409,453

Series F, 8.00% (a)(g)

331,500

2,505,477

Series G, 8.00% (g)

51,970

392,789

Uber Technologies, Inc. Series D, 8.00% (a)(g)

36,744

1,792,087

 

7,823,992

IT Services - 0.0%

Nutanix, Inc. Series E (a)(g)

24,249

362,038

Software - 0.8%

Cloudera, Inc. Series F (a)(g)

9,618

315,759

Cloudflare, Inc. Series D (a)(g)

34,105

240,246

Delphix Corp. Series D (g)

27,980

158,367

Magic Leap, Inc. (g)

2,268

52,239

Magic Leap, Inc. Series B, 8.00% (a)(g)

231,802

5,339,095

Twilio, Inc. Series E (g)

22,702

334,400

 

6,440,106

TOTAL INFORMATION TECHNOLOGY

14,626,136

Convertible Preferred Stocks - continued

Shares

Value

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

Altiostar Networks, Inc. Series D (g)

20,342

$ 114,932

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $12,589,153)


20,186,865

Bank Loan Obligations - 0.0%

 

Principal Amount

 

INDUSTRIALS - 0.0%

Building Products - 0.0%

Jeld-Wen, Inc.:

Tranche B, term loan 4.75% 7/1/22 (e)

$ 194,513

190,865

 

TOTAL BANK LOAN OBLIGATIONS

(Cost $193,540)


190,865

Money Market Funds - 2.9%

Shares

 

Fidelity Cash Central Fund, 0.33% (b)

7,747,414

7,747,414

Fidelity Securities Lending Cash Central Fund, 0.35% (b)(c)

17,252,510

17,252,510

TOTAL MONEY MARKET FUNDS

(Cost $24,999,924)


24,999,924

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $633,208,387)

884,049,088

NET OTHER ASSETS (LIABILITIES) - (2.0)%

(16,978,227)

NET ASSETS - 100%

$ 867,070,861

Legend

(a) Non-income producing

(b) 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.

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

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

(e) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

(f) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $28,903,675 or 3.3% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

23andMe, Inc. Series E

6/18/15

$ 55,999

Airbnb, Inc. Series D

4/16/14

$ 175,392

Airbnb, Inc. Series E

6/29/15

$ 199,967

Altiostar Networks, Inc. Series D

1/7/15

$ 250,003

ASAC II LP

10/10/13

$ 2,249,570

Blu Homes, Inc. Series A, 5.00%

6/10/13 - 12/30/14

$ 804,171

Blue Apron, Inc. Series D

5/18/15

$ 400,007

Cloudera, Inc. Series F

2/5/14

$ 140,038

Cloudflare, Inc. Series D

11/5/14 - 6/24/15

$ 212,499

Delphix Corp. Series D

7/10/15

$ 251,820

Dropbox, Inc. Series C

1/30/14

$ 1,029,994

Legend Pictures LLC

10/15/14 - 6/10/15

$ 1,602,681

Magic Leap, Inc.

12/23/15

$ 52,239

Magic Leap, Inc. Series B, 8.00%

10/17/14

$ 2,679,631

Nutanix, Inc. Series E

8/26/14

$ 324,852

Security

Acquisition Date

Acquisition Cost

Oportun Finance Corp. Series H

2/6/15

$ 943,814

Pinterest, Inc. Series E, 8.00%

10/23/13

$ 926,463

Pinterest, Inc. Series F, 8.00%

5/15/14

$ 1,126,117

Pinterest, Inc. Series G, 8.00%

2/27/15

$ 373,097

Space Exploration Technologies Corp. Class A

10/16/15

$ 132,343

Space Exploration Technologies Corp. Series G

1/20/15

$ 340,359

SurveyMonkey

12/15/14

$ 1,036,317

Twilio, Inc.
Series E

4/24/15

$ 256,760

Uber Technologies, Inc. Series D, 8.00%

6/6/14

$ 570,012

WeWork Companies, Inc. Class A

6/23/15

$ 163,987

WeWork Companies, Inc. Series E

6/23/15

$ 1,475,919

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 32,739

Fidelity Securities Lending Cash Central Fund

114,144

Total

$ 146,883

Other Information

The following is a summary of the inputs used, as of December 31, 2015, 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 in the tables 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:

Consumer Discretionary

$ 229,656,530

$ 226,064,830

$ 904,382

$ 2,687,318

Consumer Staples

57,255,944

56,734,198

90,430

431,316

Energy

10,827,811

10,827,811

-

-

Financials

87,713,700

83,074,575

1,125,706

3,513,419

Health Care

104,255,549

102,680,395

1,519,155

55,999

Industrials

41,811,632

39,839,312

1,448,911

523,409

Information Technology

309,654,206

286,494,077

1,582,847

21,577,282

Materials

17,129,851

16,673,706

456,145

-

Telecommunication Services

553,076

438,144

-

114,932

Bank Loan Obligations

190,865

-

190,865

-

Money Market Funds

24,999,924

24,999,924

-

-

Total Investments in Securities:

$ 884,049,088

$ 847,826,972

$ 7,318,441

$ 28,903,675

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Equities - Information Technology

Beginning Balance

$ 12,244,002

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

8,451,617

Cost of Purchases

961,431

Proceeds of Sales

(79,768)

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 21,577,282

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 8,558,969

Other Investments in Securities

Beginning Balance

$ 2,289,109

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

774,189

Cost of Purchases

4,263,095

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 7,326,393

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 774,189

The information used in the above reconciliations represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliations are included in Net Gain (Loss) on the Fund's Statement of Operations.

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

 

 December 31, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $16,855,057) - See accompanying schedule:

Unaffiliated issuers (cost $608,208,463)

$ 859,049,164

 

Fidelity Central Funds (cost $24,999,924)

24,999,924

 

Total Investments (cost $633,208,387)

 

$ 884,049,088

Cash

 

5,018

Foreign currency held at value (cost $2,721)

2,721

Receivable for investments sold

11,322,695

Receivable for fund shares sold

8,456

Dividends receivable

399,290

Interest receivable

31

Distributions receivable from Fidelity Central Funds

28,593

Prepaid expenses

1,730

Other receivables

1,614

Total assets

895,819,236

 

 

 

Liabilities

Payable for investments purchased

$ 1,546,947

Payable for fund shares redeemed

9,201,373

Accrued management fee

529,899

Other affiliated payables

156,140

Other payables and accrued expenses

61,506

Collateral on securities loaned, at value

17,252,510

Total liabilities

28,748,375

 

 

 

Net Assets

$ 867,070,861

Net Assets consist of:

 

Paid in capital

$ 606,482,114

Accumulated net investment loss

(8,685)

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

9,758,244

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

250,839,188

Net Assets, for 57,824,553 shares outstanding

$ 867,070,861

Net Asset Value, offering price and redemption price per share ($867,070,861 ÷ 57,824,553 shares)

$ 14.99

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

Annual Report

Statement of Operations

 

  Year ended December 31, 2015

 

 

 

Investment Income

 

 

Dividends

 

$ 7,634,594

Interest

 

26,462

Income from Fidelity Central Funds

 

146,883

Total income

 

7,807,939

 

 

 

Expenses

Management fee

 

 

Basic fee

$ 4,781,746

Performance adjustment

1,371,038

Transfer agent fees

1,534,583

Accounting and security lending fees

299,943

Custodian fees and expenses

104,082

Independent trustees' compensation

3,717

Audit

70,889

Legal

2,154

Interest

374

Miscellaneous

6,581

Total expenses before reductions

8,175,107

Expense reductions

(31,586)

8,143,521

Net investment income (loss)

(335,582)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

71,284,330

Foreign currency transactions

(8,645)

Total net realized gain (loss)

 

71,275,685

Change in net unrealized appreciation (depreciation) on:

Investment securities

(821,767)

Assets and liabilities in foreign currencies

(194)

Total change in net unrealized appreciation (depreciation)

 

(821,961)

Net gain (loss)

70,453,724

Net increase (decrease) in net assets resulting from operations

$ 70,118,142

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
December 31, 2015

Year ended
December 31, 2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ (335,582)

$ (549,730)

Net realized gain (loss)

71,275,685

25,042,444

Change in net unrealized appreciation (depreciation)

(821,961)

58,940,005

Net increase (decrease) in net assets resulting from operations

70,118,142

83,432,719

Distributions to shareholders from net realized gain

(63,012,532)

(23,957,426)

Share transactions

 

 

Proceeds from sales of shares

172,198,636

120,892,848

Reinvestment of distributions

63,012,532

23,957,426

Cost of shares redeemed

(245,579,743)

(142,839,168)

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

(10,368,575)

2,011,106

Total increase (decrease) in net assets

(3,262,965)

61,486,399

 

 

 

Net Assets

Beginning of period

870,333,826

808,847,427

End of period (including accumulated net investment loss of $8,685 and accumulated net investment loss of $7,711, respectively)

$ 867,070,861

$ 870,333,826

Other Information

Shares

 

 

Sold

11,178,148

8,384,345

Issued in reinvestment of distributions

4,242,356

1,579,199

Redeemed

(15,521,715)

(9,862,931)

Net increase (decrease)

(101,211)

100,613

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

Annual Report

Financial Highlights - Fidelity Advisor Series Opportunistic Insights Fund

Years ended December 31,

2015

2014

2013

2012 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 15.02

$ 13.99

$ 10.05

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  (.01)

  (.01)

  (.01)

  - I

Net realized and unrealized gain (loss)

  1.14

  1.46

  4.14

  .05

Total from investment operations

  1.13

  1.45

  4.13

  .05

Distributions from net investment income

  -

  -

  -

  - I

Distributions from net realized gain

  (1.16)

  (.42)

  (.19)

  -

Total distributions

  (1.16)

  (.42)

  (.19)

  - I

Net asset value, end of period

$ 14.99

$ 15.02

$ 13.99

$ 10.05

Total ReturnB, C

  7.62%

  10.34%

  41.23%

  .54%

Ratios to Average Net AssetsE, H

 

 

 

 

Expenses before reductions

  .94%

  .88%

  .82%

  1.18%A

Expenses net of fee waivers, if any

  .94%

  .88%

  .82%

  1.18%A

Expenses net of all reductions

  .93%

  .87%

  .80%

  1.17%A

Net investment income (loss)

  (.04)%

  (.07)%

  (.07)%

  .04%A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 867,071

$ 870,334

$ 808,847

$ 481,477

Portfolio turnover rateF

  47%

  47%

  52%

  68%J

A Annualized

B Total returns for periods of less than one year are not annualized.

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period December 6, 2012 (commencement of operations) to December 31, 2012.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

I Amount represents less than $.005 per share.

J Amount not annualized.

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

Annual Report


Notes to Financial Statements

For the period ended December 31, 2015

1. Organization.

Fidelity Advisor Series Opportunistic Insights Fund (the Fund) is a fund of Fidelity Contrafund (the Trust) and is authorized to issue an unlimited number of shares. Shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as an investment manager. 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.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

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

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

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

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. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Bank loan obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

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.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted Average

Impact to
Valuation from an Increase
in Input
A

Equities

$ 28,903,675

Discount cash flow

Discount rate

8.0%

Decrease

 

 

 

Growth rate

3.0%

Increase

 

 

Last transaction price

Transaction price

$7.04 - $93.09 / $36.64

Increase

 

 

Market comparable

EV/EBITDA multiple

27.0

Increase

 

 

 

EV/Sales multiple

1.5 - 8.5 / 5.4

Increase

 

 

 

Discount rate

3.0% - 25.0% / 15.2%

Decrease

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted Average

Impact to
Valuation from an Increase
in Input
A

 

 

 

P/E multiple

12.1 - 14.2 / 13.3

Increase

 

 

 

Discount for lack of marketability

10.0% - 25.0% / 15.2%

Decrease

 

 

 

Premium rate

10.0% - 30.0% / 24.6%

Increase

 

 

 

EV/GP multiple

4.8

Increase

 

 

Partnership NAV

Partnership NAV

$26.60

Increase

 

 

Proposed transaction price

Transaction price

$50.19 - $1831.90 / $684.41

Increase

A Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

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 December 31, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

business day. Gains and losses on securities sold are determined on the basis of identified cost. 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of December 31, 2015, 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. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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 foreign currency transactions, passive foreign investment companies (PFIC), partnerships, net operating losses, and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 261,675,604

Gross unrealized depreciation

(12,114,752)

Net unrealized appreciation (depreciation) on securities

$ 249,560,852

Tax Cost

$ 634,488,236

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

Undistributed long-term capital gain

$ 11,038,093

Net unrealized appreciation (depreciation) on securities and other investments

$ 249,559,308

The Fund intends to elect to defer to its next fiscal year $8,654 of currency losses recognized during the period November 1, 2015, to December 31, 2015.

The tax character of distributions paid was as follows:

 

December 31, 2015

December 31, 2014

Ordinary Income

$ -

$ 464,637

Long-term Capital Gains

63,012,532

23,492,789

Total

$ 63,012,532

$ 23,957,426

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

Loans and Other Direct Debt Instruments. The Fund invests in direct debt instruments which are interests in amounts owed to lenders by corporate or other borrowers. These instruments may be in the form of loans, trade claims or other receivables and may include standby financing commitments such as revolving credit facilities that obligate

Annual Report

3. Significant Accounting Policies - continued

Loans and Other Direct Debt Instruments - continued

the Fund to supply additional cash to the borrower on demand. Loans may be acquired through assignment or participation. The Fund did not have any unfunded loan commitments, which are contractual obligations for future funding, at period end.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $395,555,446 and $463,695,328, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the Fund's relative investment performance as compared to its benchmark index, the Russell 3000 Index, over the same 36 month performance period. For the reporting period, the total annual management fee rate, including the performance adjustment, was .71% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .18% of average net assets.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $5,903 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average Interest Rate

Interest Expense

Borrower

$ 12,137,000

.37%

$ 374

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates 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 Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,242 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

Annual Report

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $916,286. 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. Total security lending income during the period amounted to $114,144, including $8,856 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $11,070 for the period. In addition, 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. During the period, these credits reduced the Fund's expenses by $18.

In addition, during the period the investment adviser reimbursed and/or waived a portion of operating expenses in the amount of $20,498.

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum

Annual Report

Notes to Financial Statements - continued

9. Other - continued

exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, mutual funds managed by the investment adviser or its affiliates were the owners of record of all of the outstanding shares of the Fund.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Contrafund and the Shareholders of Fidelity Advisor Series Opportunistic Insights Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Series Opportunistic Insights Fund (a fund of Fidelity Contrafund) at December 31, 2015, the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Series Opportunistic Insights Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2015 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 18, 2016

Annual Report


Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 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.

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.

Annual Report

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

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have 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. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity® funds' valuation-related activities, reporting and risk management. 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."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

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+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity® funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014) and a Director of FMR and FMR Co., Inc. (investment adviser firms, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* 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.

Annual Report

Trustees and Officers - continued

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+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity® funds. Mr. Lacy serves as Chairman (2014-present) and a member (2010-present) of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes) and a Director of Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). He is a Trustee of the California Chapter of The Nature Conservancy (2015-present) and a Director of the Center for Advanced Study in the Behavioral Sciences at Stanford University (2015-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation (retail) and Chief Executive Officer and Chairman of the Board of Sears, Roebuck and Co. (retail, 2000-2005). Previously, Mr. Lacy served as Chairman (2008-2011) and a member (2006-2015) of the Board of Trustees of the National Parks Conservation Association and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity® funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity® funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity® funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present) and a non-executive Chairman of Health Equity, Inc. (health savings custodian, 2015-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity® funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2001

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity® funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity® funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ 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.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Officers:

Correspondence intended for an officer or Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

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

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. Mr. Bryant serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2015- present) and FMR Co., Inc. (investment adviser firm, 2015-present); Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2015-present) and Fidelity Investments Money Management, Inc. (investment adviser firm, 2015-present); and CLO of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2015-present). He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and CLO of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as 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).

John F. Papandrea (1972)

Year of Election or Appointment: 2016

Anti-Money Laundering (AML) Officer

 

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She 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 (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-
present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), FIAM LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Chief Compliance Officer of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2012-2016); Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The Board of Trustees of Fidelity Advisor Series Opportunistic Insights Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities.

 

Pay Date

Record Date

Capital Gains

Fidelity Advisor Series Opportunistic Insights Fund

2/16/16

2/12/16

$0.192

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2015 $71,379,858, or, if subsequently determined to be different, the net capital gain of such year.

The fund will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Series Opportunistic Insights Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff , including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

Annual Report

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-year period, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Advisor Series Opportunistic Insights Fund

oti774315

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, a securities index, thus leading to a performance adjustment for the same period. The Board noted that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the shareholders of the fund.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment, relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity Advisor Series Opportunistic Insights Fund

oti774317

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014. The Board also noted the effect of the fund's performance adjustment, if any, on the fund's management fee ranking.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of the fund's total expense ratio, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board noted the impact of the fund's performance adjustment. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of the fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the fund's total expense ratio ranked below its competitive median for 2014.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the fund's total expense ratio was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although the fund is offered only to other Fidelity funds, it continues to incur investment management expenses. The Board further noted that the fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Annual Report

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

FMR Investment Management
(U.K.) Limited

Fidelity Management & Research (Hong Kong) Limited

Fidelity Management & Research (Japan) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
245 Summer St., Boston, MA 02210
www.fidelity.com

AO1TI-ANN-0216
1.950951.103
Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments December 31, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

Fidelity®

Contrafund®

Annual Report

December 31, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

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 1-800-544-8544 to request a free copy of the proxy voting guidelines.

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. © 2016 FMR LLC. All rights reserved.

Annual Report

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-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q 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.advisor.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.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 $10,000 table and the fund's 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 reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2015

Past 1
year

Past 5
years

Past 10
years

Fidelity® Contrafund®

6.46%

12.68%

8.71%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Contrafund®, a class of the fund, on December 31, 2005. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks gained modestly in 2015, rebounding from a steep decline in August and September over worries about China's slowing economic growth. The S&P 500® index rose 1.38% for the period, its lowest calendar-year return since 2008. After the late-summer rout, stocks sharply reversed course in October, lifted by the Federal Reserve's decision to put off raising near-term interest rates until mid-December. Investors also were encouraged by an interest-rate cut in China and economic stimulus in Europe. Overall, growth stocks fared much better than their value counterparts, as investors sought growth in a subpar economic environment. This helped lift the technology-heavy Nasdaq Composite Index® 6.96% for the year. Sector performance in the broader market was split, with five of 10 sectors in the S&P 500® gaining ground and five retreating. Consumer discretionary (+10%) led the way, benefiting from rising personal income and low inflation. Health care (+7%), consumer staples (+7%) and information technology (+6%) also outpaced the broad market amid strong fundamentals. Conversely, the energy sector (-21%) was by far the worst performer, stung by deflated commodity prices that also hit materials (-8%). The defensive, but rate-sensitive utilities sector (-5%) lost ground on the cusp of Fed tightening, while industrials (-3%) were dragged down with energy prices and a slower-growing China.

Comments from Portfolio Manager William Danoff: For the year, the fund's share classes handily outpaced the benchmark S&P 500® index. Contrafund beat the benchmark because it owned a larger proportion of companies that increased earnings nicely - especially within information technology - despite economic headwinds overseas and a strong U.S. dollar. Our top relative contributor was Facebook, which continued to increase revenue at a very fast clip as users continued to spend more time on its apps and engage with the advertising on them. We also were helped by Amazon.com, one of the best-performing stocks in the entire market, as investors came to appreciate its cloud-computing business, Amazon Web Services. Internet search firm Alphabet (formerly Google) also helped, with shares performing well the past year and the company demonstrating it could maintain robust revenue as more people access the Internet on their smartphones. All three contributors mentioned were among our largest holdings. Conversely, our biggest relative detractor was our sizable commitment to Berkshire Hathaway. Berkshire was the fund's third-largest position at year-end, so its 12% decline produced the largest hit to relative performance.

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.

Annual Report


Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2015 to December 31, 2015).

Actual Expenses

The first line of the accompanying table for each class of the Fund 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 of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' 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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Annual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
July 1, 2015

Ending
Account Value
December 31, 2015

Expenses Paid
During Period
C
July 1, 2015 to
December 31, 2015

Contrafund

.76%

 

 

 

Actual

 

$ 1,000.00

$ 1,013.10

$ 3.86

HypotheticalA

 

$ 1,000.00

$ 1,021.37

$ 3.87

Class K

.67%

 

 

 

Actual

 

$ 1,000.00

$ 1,013.60

$ 3.40

HypotheticalA

 

$ 1,000.00

$ 1,021.83

$ 3.41

A 5% return per year before expenses

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

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Facebook, Inc. Class A

4.9

3.9

Berkshire Hathaway, Inc. Class A

4.2

4.4

Wells Fargo & Co.

3.4

3.6

Alphabet, Inc. Class A

3.3

2.1

Apple, Inc.

3.3

4.0

Amazon.com, Inc.

3.0

1.6

Alphabet, Inc. Class C

3.0

2.0

Visa, Inc. Class A

2.3

1.9

Starbucks Corp.

2.0

1.8

NIKE, Inc. Class B

2.0

1.7

 

31.4

Top Five Market Sectors as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

31.6

27.9

Consumer Discretionary

20.3

19.0

Financials

15.5

16.2

Health Care

13.6

18.1

Consumer Staples

6.2

6.2

Asset Allocation (% of fund's net assets)

As of December 31, 2015*

As of June 30, 2015**

con224687

Stocks 94.8%

 

con224689

Stocks 97.6%

 

con224691

Bonds 0.0%

 

con224693

Bonds 0.0%

 

con224695

Convertible
Securities 1.4%

 

con224697

Convertible
Securities 1.2%

 

con224699

Other Investments 0.0%

 

con224701

Other Investments 0.1%

 

con224703

Short-Term
Investments and
Net Other Assets (Liabilities) 3.8%

 

con224705

Short-Term
Investments and
Net Other Assets (Liabilities) 1.1%

 

* Foreign investments

8.7%

 

** Foreign investments

9.7%

 

con224707

Percentage shown as 0.0% may reflect amounts less than 0.05%.

Annual Report


Investments December 31, 2015

Showing Percentage of Net Assets

Common Stocks - 94.8%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 20.2%

Automobiles - 1.3%

Fuji Heavy Industries Ltd.

593,800

$ 24,462

General Motors Co.

5,339,633

181,601

Mahindra & Mahindra Ltd. (a)

4,327,351

83,006

Maruti Suzuki India Ltd. (a)

1,787,822

124,412

Tesla Motors, Inc. (a)(e)

4,225,854

1,014,247

 

1,427,728

Diversified Consumer Services - 0.1%

Bright Horizons Family Solutions, Inc. (a)

1,117,903

74,676

ServiceMaster Global Holdings, Inc. (a)

328,900

12,906

 

87,582

Hotels, Restaurants & Leisure - 3.9%

ARAMARK Holdings Corp.

3,327,233

107,303

Boyd Gaming Corp. (a)

357,452

7,103

Chipotle Mexican Grill, Inc. (a)(f)

1,947,253

934,389

Domino's Pizza, Inc.

1,732,884

192,783

Dunkin' Brands Group, Inc.

669,190

28,501

Hilton Worldwide Holdings, Inc.

2,335,254

49,974

Marriott International, Inc. Class A (e)

5,608,504

375,994

Paddy Power PLC (Ireland)

100,500

13,445

Planet Fitness, Inc. (a)(e)

567,249

8,866

Royal Caribbean Cruises Ltd.

108,500

10,981

Starbucks Corp.

36,850,698

2,212,147

Vail Resorts, Inc.

140,968

18,042

Whitbread PLC

4,943,622

320,740

 

4,280,268

Household Durables - 0.3%

D.R. Horton, Inc.

2,127,323

68,138

Lennar Corp. Class A

2,166,696

105,973

Mohawk Industries, Inc. (a)

618,557

117,149

 

291,260

Internet & Catalog Retail - 5.2%

Amazon.com, Inc. (a)

4,901,515

3,312,885

Expedia, Inc.

174,600

21,703

Netflix, Inc. (a)

8,598,738

983,524

Priceline Group, Inc. (a)

769,492

981,064

TripAdvisor, Inc. (a)

3,546,403

302,331

Wayfair LLC Class A (a)(e)

2,206,785

105,087

 

5,706,594

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Leisure Products - 0.0%

Hasbro, Inc.

654,050

$ 44,057

Media - 3.2%

Altice NV Class A (a)

1,601,483

23,060

Charter Communications, Inc. Class A (a)(e)

954,891

174,841

Interpublic Group of Companies, Inc.

516,100

12,015

Legend Pictures LLC (a)(i)(j)

98,977

181,316

Liberty Broadband Corp.:

Class A (a)

464,931

24,014

Class C (a)

1,076,849

55,845

Liberty Global PLC:

Class A (a)

5,580,221

236,378

Class C (a)

3,733,164

152,201

LiLAC Class A (a)

399,275

16,518

LiLAC Class C (a)

227,113

9,766

Liberty Media Corp.:

Class A (a)

547,400

21,485

Class C (a)

4,868,735

185,401

Lions Gate Entertainment Corp. (e)

3,256,971

105,493

Naspers Ltd. Class N

684,500

93,560

RELX PLC

602,900

10,639

Rightmove PLC

810,253

49,272

Sirius XM Holdings, Inc. (a)(e)

10,499,600

42,733

Starz Series A (a)

788,913

26,429

The Walt Disney Co.

19,755,777

2,075,937

Vivendi SA

456,400

9,802

Weinstein Co. Holdings LLC Class A-1 unit (a)(i)(j)

41,234

12,329

 

3,519,034

Multiline Retail - 0.2%

Dollar Tree, Inc. (a)

1,630,500

125,907

Dollarama, Inc.

1,178,044

68,059

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

2,397

41

 

194,007

Specialty Retail - 3.3%

AutoNation, Inc. (a)

532,353

31,760

AutoZone, Inc. (a)

511,213

379,274

Foot Locker, Inc.

833,432

54,248

Home Depot, Inc.

4,659,833

616,263

L Brands, Inc.

564,395

54,080

O'Reilly Automotive, Inc. (a)

2,593,798

657,320

Signet Jewelers Ltd.

398,165

49,249

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

TJX Companies, Inc.

22,964,834

$ 1,628,436

Ulta Salon, Cosmetics & Fragrance, Inc. (a)

833,837

154,260

 

3,624,890

Textiles, Apparel & Luxury Goods - 2.7%

Coach, Inc.

358,900

11,747

NIKE, Inc. Class B

34,367,818

2,147,989

Under Armour, Inc. Class A (sub. vtg.) (a)(e)

9,325,572

751,734

 

2,911,470

TOTAL CONSUMER DISCRETIONARY

22,086,890

CONSUMER STAPLES - 6.1%

Beverages - 0.6%

Boston Beer Co., Inc. Class A (a)

543,090

109,655

Constellation Brands, Inc. Class A (sub. vtg.)

791,067

112,680

Kweichow Moutai Co. Ltd.

337,800

11,314

Monster Beverage Corp.

1,049,961

156,402

The Coca-Cola Co.

7,324,328

314,653

 

704,704

Food & Staples Retailing - 1.6%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

1,420,054

62,510

Costco Wholesale Corp.

4,717,170

761,823

CVS Health Corp.

9,013,723

881,272

Kroger Co.

1,279,200

53,509

 

1,759,114

Food Products - 1.0%

Amplify Snack Brands, Inc.

1,257,583

14,487

Associated British Foods PLC

12,823,603

631,790

Blue Buffalo Pet Products, Inc. (a)(e)

478,878

8,960

General Mills, Inc.

17,278

996

Mondelez International, Inc.

6,035,741

270,643

Pinnacle Foods, Inc.

2,709,964

115,065

Post Holdings, Inc. (a)

329,328

20,320

The Hain Celestial Group, Inc. (a)

34,252

1,383

The Kraft Heinz Co.

136,937

9,964

 

1,073,608

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Household Products - 1.6%

Colgate-Palmolive Co.

25,852,563

$ 1,722,298

Spectrum Brands Holdings, Inc.

71,207

7,249

 

1,729,547

Personal Products - 1.3%

Estee Lauder Companies, Inc. Class A

15,256,141

1,343,456

L'Oreal SA

251,058

42,372

 

1,385,828

TOTAL CONSUMER STAPLES

6,652,801

ENERGY - 1.3%

Energy Equipment & Services - 0.2%

Schlumberger Ltd.

2,255,266

157,305

Oil, Gas & Consumable Fuels - 1.1%

Americas Petrogas, Inc. (a)(g)

3,560,563

540

Birchcliff Energy Ltd. (a)

5,488,584

16,025

Birchcliff Energy Ltd. (a)(g)

686,127

2,003

Canadian Natural Resources Ltd.

2,741,100

59,866

Cimarex Energy Co.

71,600

6,400

Concho Resources, Inc. (a)

58,200

5,404

Concho Resources, Inc. (a)

164,920

15,314

Diamondback Energy, Inc.

587,800

39,324

EOG Resources, Inc.

5,495,710

389,041

Marathon Petroleum Corp.

1,697,104

87,978

Noble Energy, Inc.

5,296,544

174,415

Phillips 66 Co.

1,222,041

99,963

Tesoro Corp.

993,137

104,647

Valero Energy Corp.

3,160,143

223,454

 

1,224,374

TOTAL ENERGY

1,381,679

FINANCIALS - 15.2%

Banks - 7.6%

Bank of America Corp.

33,724,679

567,586

Bank of Ireland (a)

1,298,634,441

479,839

Citigroup, Inc.

19,918,876

1,030,802

HDFC Bank Ltd. sponsored ADR

7,463,603

459,758

JPMorgan Chase & Co.

15,448,365

1,020,056

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Banks - continued

Kotak Mahindra Bank Ltd.

5,810,622

$ 63,418

Metro Bank PLC Class A (a)(f)(j)

4,680,628

81,353

U.S. Bancorp

20,787,943

887,022

Virgin Money Holdings Uk PLC

3,219,983

18,071

Wells Fargo & Co.

67,451,538

3,666,666

 

8,274,571

Capital Markets - 0.7%

BlackRock, Inc. Class A

1,228,729

418,407

Charles Schwab Corp.

2,075,520

68,347

Diamond Hill Investment Group, Inc.

3,682

696

Goldman Sachs Group, Inc.

221,330

39,890

Morgan Stanley

2,775,192

88,279

Oaktree Capital Group LLC Class A

2,399,772

114,517

 

730,136

Consumer Finance - 0.2%

Credit Acceptance Corp. (a)(e)

104,725

22,413

LendingClub Corp. (e)

5,108,398

56,448

Synchrony Financial (a)

5,854,794

178,044

 

256,905

Diversified Financial Services - 4.7%

Berkshire Hathaway, Inc. Class A (a)

23,312

4,611,114

IntercontinentalExchange, Inc.

385,798

98,865

McGraw Hill Financial, Inc.

4,592,294

452,708

MSCI, Inc. Class A

160,000

11,541

 

5,174,228

Insurance - 1.6%

ACE Ltd.

3,783,942

442,154

AIA Group Ltd.

79,192,000

473,179

Direct Line Insurance Group PLC

10,407,673

62,523

Fairfax Financial Holdings Ltd. (sub. vtg.)

194,732

92,449

James River Group Holdings Ltd.

561,400

18,829

Marsh & McLennan Companies, Inc.

2,084,163

115,567

The Chubb Corp.

3,915,095

519,298

The Travelers Companies, Inc.

112,063

12,647

 

1,736,646

Real Estate Investment Trusts - 0.4%

American Tower Corp.

1,637,752

158,780

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Real Estate Investment Trusts - continued

Equity Residential (SBI)

2,018,455

$ 164,686

Public Storage

228,700

56,649

 

380,115

Real Estate Management & Development - 0.0%

Brookfield Asset Management, Inc. Class A

324,050

10,222

WeWork Companies, Inc. Class A (j)

644,857

32,364

 

42,586

TOTAL FINANCIALS

16,595,187

HEALTH CARE - 13.5%

Biotechnology - 4.5%

Aduro Biotech, Inc.

464,785

13,079

Agios Pharmaceuticals, Inc. (a)

1,299,087

84,337

Alexion Pharmaceuticals, Inc. (a)

309,600

59,056

Alnylam Pharmaceuticals, Inc. (a)

170,963

16,094

Amgen, Inc.

656,352

106,546

Anacor Pharmaceuticals, Inc. (a)

334,039

37,736

Baxalta, Inc.

305,000

11,904

Biogen, Inc. (a)

4,793,873

1,468,603

bluebird bio, Inc. (a)

303,347

19,481

Blueprint Medicines Corp.

168,182

4,430

Celgene Corp. (a)

4,691,965

561,910

Cellectis SA sponsored ADR

254,902

7,910

Chiasma, Inc. (a)

212,801

4,165

Cidara Therapeutics, Inc.

335,045

5,749

Genmab A/S (a)

220,300

29,292

Gilead Sciences, Inc.

16,565,088

1,676,221

Incyte Corp. (a)

798,500

86,597

Intrexon Corp. (a)(e)

3,108,514

93,722

Mirati Therapeutics, Inc. (a)

171,600

5,423

Myriad Genetics, Inc. (a)(e)

1,126,023

48,599

NantKwest, Inc. (a)(e)

475,181

8,235

Neurocrine Biosciences, Inc. (a)

2,563,181

144,999

OvaScience, Inc. (a)

536,624

5,243

ProNai Therapeutics, Inc. (a)

265,477

3,993

Regeneron Pharmaceuticals, Inc. (a)

674,125

365,962

Sage Therapeutics, Inc. (a)

132,795

7,742

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Biotechnology - continued

TESARO, Inc. (a)

167,172

$ 8,746

Ultragenyx Pharmaceutical, Inc. (a)

123,713

13,878

 

4,899,652

Health Care Equipment & Supplies - 2.0%

Becton, Dickinson & Co.

1,337,746

206,133

Boston Scientific Corp. (a)

29,192,258

538,305

C.R. Bard, Inc.

556,157

105,358

DENTSPLY International, Inc.

2,168,997

131,983

DexCom, Inc. (a)

2,690,514

220,353

Edwards Lifesciences Corp. (a)

1,552,700

122,632

ICU Medical, Inc. (a)

437,644

49,357

Intuitive Surgical, Inc. (a)

43,900

23,976

Medtronic PLC

7,763,147

597,141

Penumbra, Inc. (a)

239,588

12,892

Sirona Dental Systems, Inc. (a)

105,100

11,516

Stryker Corp.

1,473,352

136,933

 

2,156,579

Health Care Providers & Services - 2.9%

Aetna, Inc.

2,100,756

227,134

AmerisourceBergen Corp.

2,836,694

294,194

Anthem, Inc.

251,136

35,018

Cigna Corp.

1,628,148

238,247

Henry Schein, Inc. (a)

3,306,930

523,123

Ramsay Health Care Ltd.

56,746

2,790

Teladoc, Inc. (e)

1,167,002

20,959

UnitedHealth Group, Inc.

15,840,824

1,863,515

VCA, Inc. (a)

214,700

11,809

 

3,216,789

Health Care Technology - 0.3%

Cerner Corp. (a)

4,488,514

270,074

Medidata Solutions, Inc. (a)

269,600

13,289

 

283,363

Life Sciences Tools & Services - 1.1%

Eurofins Scientific SA

40,651

14,219

Illumina, Inc. (a)

489,729

94,001

Mettler-Toledo International, Inc. (a)(f)

1,637,815

555,432

Thermo Fisher Scientific, Inc.

2,570,813

364,670

Waters Corp. (a)

1,400,304

188,453

 

1,216,775

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - 2.7%

Astellas Pharma, Inc.

6,252,200

$ 89,005

Bayer AG

506,159

63,214

Bristol-Myers Squibb Co.

11,712,331

805,691

Eli Lilly & Co.

3,945,200

332,423

Intra-Cellular Therapies, Inc. (a)

401,300

21,586

Jiangsu Hengrui Medicine Co. Ltd.

1,380,500

10,410

Johnson & Johnson

5,962,944

612,514

Novo Nordisk A/S Series B

3,618,638

209,513

Sino Biopharmaceutical Ltd.

7,195,000

6,505

Teva Pharmaceutical Industries Ltd. sponsored ADR

12,379,666

812,601

 

2,963,462

TOTAL HEALTH CARE

14,736,620

INDUSTRIALS - 5.6%

Aerospace & Defense - 0.6%

General Dynamics Corp.

632,849

86,928

Space Exploration Technologies Corp. Class A (a)(j)

200,313

17,828

The Boeing Co.

3,351,145

484,542

TransDigm Group, Inc. (a)

488,566

111,613

 

700,911

Air Freight & Logistics - 0.3%

C.H. Robinson Worldwide, Inc.

412,764

25,600

FedEx Corp.

2,234,086

332,856

 

358,456

Airlines - 1.1%

Alaska Air Group, Inc.

563,100

45,335

InterGlobe Aviation Ltd. (a)

60,170

1,116

Ryanair Holdings PLC sponsored ADR

5,985,032

517,466

Southwest Airlines Co.

14,194,891

611,232

 

1,175,149

Building Products - 0.2%

ASSA ABLOY AB (B Shares)

3,004,937

62,901

Fortune Brands Home & Security, Inc.

1,931,654

107,207

Toto Ltd.

2,127,600

74,747

 

244,855

Commercial Services & Supplies - 0.1%

Stericycle, Inc. (a)

1,165,712

140,585

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Construction & Engineering - 0.0%

Jacobs Engineering Group, Inc. (a)

504,574

$ 21,167

Electrical Equipment - 0.2%

Acuity Brands, Inc.

894,909

209,230

Nidec Corp.

305,200

22,132

 

231,362

Industrial Conglomerates - 1.8%

3M Co.

5,112,287

770,115

Danaher Corp.

8,388,651

779,138

General Electric Co.

12,291,442

382,878

 

1,932,131

Machinery - 0.1%

Illinois Tool Works, Inc.

417,445

38,689

PACCAR, Inc.

243,400

11,537

Rational AG

27,578

12,518

 

62,744

Professional Services - 0.4%

Equifax, Inc.

2,342,538

260,888

Robert Half International, Inc.

1,509,973

71,180

Verisk Analytics, Inc. (a)

781,900

60,112

 

392,180

Road & Rail - 0.5%

Canadian Pacific Railway Ltd.

2,640,540

337,257

Union Pacific Corp.

2,289,687

179,054

 

516,311

Trading Companies & Distributors - 0.3%

Air Lease Corp.:

Class A (f)(g)

1,531,164

51,263

Class A (f)

5,592,779

187,246

HD Supply Holdings, Inc. (a)

3,263,946

98,016

 

336,525

TOTAL INDUSTRIALS

6,112,376

INFORMATION TECHNOLOGY - 30.8%

Communications Equipment - 0.3%

Juniper Networks, Inc.

2,506,263

69,173

Motorola Solutions, Inc.

1,261,675

86,362

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Communications Equipment - continued

Palo Alto Networks, Inc. (a)

63,900

$ 11,255

Qualcomm Technologies, Inc.

2,968,449

148,378

 

315,168

Electronic Equipment & Components - 1.6%

Amphenol Corp. Class A (f)

26,705,269

1,394,816

CDW Corp.

2,027,254

85,226

Fitbit, Inc.

1,168,000

34,561

IPG Photonics Corp. (a)

2,229,954

198,823

Keyence Corp.

58,600

32,207

 

1,745,633

Internet Software & Services - 12.0%

Alibaba Group Holding Ltd. sponsored ADR (a)

1,773,996

144,173

Alphabet, Inc.:

Class A (a)

4,640,017

3,609,980

Class C

4,325,125

3,282,251

Dropbox, Inc. (a)(j)

5,464,028

73,382

eBay, Inc. (a)

7,781,683

213,841

Facebook, Inc. Class A (a)

51,442,184

5,383,942

JUST EAT Ltd. (a)

1,097,255

7,986

LinkedIn Corp. Class A (a)

304,850

68,616

LogMeIn, Inc. (a)

975,695

65,469

NetEase, Inc. sponsored ADR

63,700

11,545

Stamps.com, Inc. (a)

632,574

69,336

Tencent Holdings Ltd.

5,563,000

108,923

Twitter, Inc. (a)

423,658

9,803

VeriSign, Inc. (a)

137,000

11,968

Yahoo!, Inc. (a)

183,305

6,097

 

13,067,312

IT Services - 6.3%

Alliance Data Systems Corp. (a)

137,651

38,070

ASAC II LP (a)(j)

39,494,500

1,050,601

Cognizant Technology Solutions Corp. Class A (a)

5,477,391

328,753

Fiserv, Inc. (a)

3,953,354

361,574

FleetCor Technologies, Inc. (a)

1,009,538

144,293

Gartner, Inc. Class A (a)

831,634

75,429

Global Payments, Inc.

687,344

44,341

Infosys Ltd. sponsored ADR (e)

1,101,400

18,448

MasterCard, Inc. Class A

18,043,832

1,756,747

PayPal Holdings, Inc. (a)

12,674,787

458,827

Total System Services, Inc.

1,357,947

67,626

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - continued

Vantiv, Inc. (a)

219,200

$ 10,394

Visa, Inc. Class A

32,032,997

2,484,159

 

6,839,262

Semiconductors & Semiconductor Equipment - 1.5%

Analog Devices, Inc.

2,505,754

138,618

ARM Holdings PLC

4,572,638

69,696

Avago Technologies Ltd.

5,385,310

781,678

Broadcom Corp. Class A

4,326,304

250,147

Inphi Corp. (a)

1,207,776

32,634

Maxim Integrated Products, Inc.

288,600

10,967

NXP Semiconductors NV (a)

2,896,102

243,997

Skyworks Solutions, Inc.

1,303,087

100,116

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

3,148,881

71,637

 

1,699,490

Software - 5.8%

Activision Blizzard, Inc.

5,558,344

215,163

Adobe Systems, Inc. (a)

8,219,116

772,104

Atlassian Corp. PLC

306,600

9,223

Check Point Software Technologies Ltd. (a)

749,746

61,014

Electronic Arts, Inc. (a)

6,045,851

415,471

Fleetmatics Group PLC (a)

676,314

34,350

HubSpot, Inc. (a)

103,352

5,820

Intuit, Inc.

1,307,928

126,215

Manhattan Associates, Inc. (a)

152,100

10,064

Microsoft Corp.

26,206,018

1,453,910

Mobileye NV (a)(e)

4,168,062

176,226

RealPage, Inc. (a)

467,863

10,504

Red Hat, Inc. (a)

1,489,349

123,333

Salesforce.com, Inc. (a)

25,050,276

1,963,942

ServiceNow, Inc. (a)

3,599,809

311,599

Trion World Network, Inc.:

warrants 8/10/17 (a)(j)

124,282

0

warrants 10/3/18 (a)(j)

181,908

0

Tyler Technologies, Inc. (a)

208,500

36,346

Ultimate Software Group, Inc. (a)(f)

1,492,828

291,863

Workday, Inc. Class A (a)

4,809,120

383,191

 

6,400,338

Technology Hardware, Storage & Peripherals - 3.3%

Apple, Inc.

33,795,134

3,557,276

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - continued

Pure Storage, Inc.:

Class A (a)(e)

1,190,900

$ 18,542

Class B

2,007,356

28,129

 

3,603,947

TOTAL INFORMATION TECHNOLOGY

33,671,150

MATERIALS - 2.1%

Chemicals - 1.5%

Agrium, Inc. (e)

31,767

2,839

Ecolab, Inc.

1,622,769

185,612

LyondellBasell Industries NV Class A

575,000

49,968

Monsanto Co.

14,294

1,408

PPG Industries, Inc.

7,604,789

751,505

Sherwin-Williams Co.

2,276,564

590,996

The Dow Chemical Co.

247,700

12,752

 

1,595,080

Construction Materials - 0.2%

Martin Marietta Materials, Inc.

1,182,257

161,473

Containers & Packaging - 0.2%

Ball Corp.

750,344

54,573

Sealed Air Corp.

1,768,790

78,888

WestRock Co.

2,978,287

135,869

 

269,330

Metals & Mining - 0.2%

B2Gold Corp. (a)(f)

57,005,926

57,677

Franco-Nevada Corp.

2,532,113

115,836

Ivanhoe Mines Ltd. (a)

9,772,308

4,308

Ivanhoe Mines Ltd. (a)(g)

15,938,709

7,027

Newcrest Mining Ltd. (a)

5,959,798

56,393

Novagold Resources, Inc. (a)

4,575,711

19,213

 

260,454

TOTAL MATERIALS

2,286,337

Common Stocks - continued

Shares

Value (000s)

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

T-Mobile U.S., Inc. (a)

1,169,897

$ 45,766

TOTAL COMMON STOCKS

(Cost $58,647,458)


103,568,806

Convertible Preferred Stocks - 1.4%

 

 

 

 

CONSUMER DISCRETIONARY - 0.1%

Diversified Consumer Services - 0.1%

Airbnb, Inc.:

Series D (a)(j)

578,817

53,885

Series E (j)

388,853

36,200

Handy Technologies, Inc. Series C (j)

3,537,042

20,727

 

110,812

Media - 0.0%

Mode Media Corp. Series M-1, 8.00% (a)(j)

1,228,555

1,216

TOTAL CONSUMER DISCRETIONARY

112,028

CONSUMER STAPLES - 0.1%

Food & Staples Retailing - 0.1%

Blue Apron, Inc. Series D (j)

4,329,591

62,216

FINANCIALS - 0.3%

Real Estate Management & Development - 0.3%

WeWork Companies, Inc. Series E (j)

5,803,713

291,276

HEALTH CARE - 0.1%

Biotechnology - 0.1%

23andMe, Inc. Series E (j)

664,987

7,200

Intarcia Therapeutics, Inc. Series CC (a)(j)

2,100,446

65,366

 

72,566

INDUSTRIALS - 0.0%

Aerospace & Defense - 0.0%

Space Exploration Technologies Corp. Series G (j)

558,215

49,681

INFORMATION TECHNOLOGY - 0.8%

Internet Software & Services - 0.7%

Dropbox, Inc.:

Series A (a)(j)

1,260,898

16,934

Series C (a)(j)

698,385

9,379

Convertible Preferred Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Internet Software & Services - continued

Pinterest, Inc.:

Series E, 8.00% (a)(j)

54,841,080

$ 414,489

Series F, 8.00% (a)(j)

3,455,720

26,118

Series G, 8.00% (j)

4,301,275

32,509

Uber Technologies, Inc. Series D, 8.00% (a)(j)

4,868,916

237,468

 

736,897

IT Services - 0.0%

Nutanix, Inc. Series E (a)(j)

3,060,752

45,697

Software - 0.1%

Cloudera, Inc. Series F (a)(j)

1,316,883

43,233

Cloudflare, Inc. Series D (a)(j)

4,303,714

30,317

Delphix Corp. Series D (j)

3,712,687

21,014

Trion World Network, Inc.:

Series C, 8.00% (a)(j)

3,950,196

2,647

Series C-1, 8.00% (a)(j)

310,705

208

Series D, 8.00% (a)(j)

333,435

223

Twilio, Inc. Series E (j)

2,935,814

43,245

 

140,887

TOTAL INFORMATION TECHNOLOGY

923,481

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

Altiostar Networks, Inc. Series D (j)

2,538,649

14,343

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $946,449)


1,525,591

Corporate Bonds - 0.0%

 

Principal Amount (000s) (d)

 

Convertible Bonds - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Software - 0.0%

Trion World Network, Inc. 15% 10/10/19 pay-in-kind (j)

$ 1,509

1,509

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Nonconvertible Bonds - 0.0%

FINANCIALS - 0.0%

Banks - 0.0%

Bank of Ireland 10% 7/30/16

EUR

13,616

$ 15,376

TOTAL CORPORATE BONDS

(Cost $19,331)


16,885

Bank Loan Obligations - 0.0%

 

INDUSTRIALS - 0.0%

Building Products - 0.0%

Jeld-Wen, Inc. Tranche B, term loan 4.75% 7/1/22 (h)

(Cost $24,694)

$ 24,818


24,352

Money Market Funds - 5.1%

Shares

 

Fidelity Cash Central Fund, 0.33% (b)

4,479,929,044

4,479,929

Fidelity Securities Lending Cash Central Fund, 0.35% (b)(c)

1,034,503,293

1,034,503

TOTAL MONEY MARKET FUNDS

(Cost $5,514,432)


5,514,432

TOTAL INVESTMENT PORTFOLIO - 101.3%

(Cost $65,152,364)

110,650,066

NET OTHER ASSETS (LIABILITIES) - (1.3)%

(1,366,483)

NET ASSETS - 100%

$ 109,283,583

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

(b) 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.

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

(d) Amount is stated in United States dollars unless otherwise noted.

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

(f) Affiliated company

(g) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $60,833,000 or 0.1% of net assets.

(h) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

(i) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(j) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $2,976,273,000 or 2.7% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

23andMe, Inc. Series E

6/18/15

$ 7,200

Airbnb, Inc. Series D

4/16/14

$ 23,565

Airbnb, Inc. Series E

6/29/15

$ 36,200

Altiostar Networks, Inc. Series D

1/7/15

$ 31,200

ASAC II LP

10/10/13

$ 394,945

Blue Apron, Inc. Series D

5/18/15

$ 57,700

Cloudera, Inc. Series F

2/5/14

$ 19,174

Cloudflare, Inc. Series D

11/5/14 - 6/24/15

$ 26,827

Delphix Corp. Series D

7/10/15

$ 33,414

Dropbox, Inc.

5/2/12

$ 49,445

Dropbox, Inc. Series A

5/29/12

$ 11,410

Dropbox, Inc. Series C

1/30/14

$ 13,340

Handy Technologies, Inc. Series C

10/14/15

$ 20,727

Intarcia Therapeutics, Inc. Series CC

11/14/12

$ 28,629

Security

Acquisition Date

Acquisition Cost (000s)

Legend Pictures LLC

9/23/10 - 6/10/15

$ 157,012

Metro Bank PLC Class A

12/8/09 - 12/6/13

$ 80,047

Mode Media Corp. Series M-1, 8.00%

3/19/08

$ 26,058

Nutanix, Inc. Series E

8/26/14

$ 41,003

Pinterest, Inc. Series E, 8.00%

10/23/13

$ 159,376

Pinterest, Inc. Series F, 8.00%

5/15/14

$ 11,739

Pinterest, Inc. Series G, 8.00%

2/27/15

$ 30,879

Space Exploration Technologies Corp. Class A

10/16/15

$ 17,828

Space Exploration Technologies Corp. Series G

1/20/15

$ 43,239

Trion World Network, Inc. warrants 8/10/17

8/10/10

$ 0

Trion World Network, Inc. warrants 10/3/18

10/10/13

$ 0

Trion World Network, Inc. Series C, 8.00%

8/22/08

$ 21,691

Trion World Network, Inc. Series C-1, 8.00%

8/10/10

$ 1,706

Trion World Network, Inc. Series D, 8.00%

3/20/13

$ 1,754

Security

Acquisition Date

Acquisition Cost (000s)

Trion World Network, Inc. 15% 10/10/19 pay-in-kind

10/10/13 - 10/10/15

$ 1,507

Twilio, Inc.
Series E

4/24/15

$ 33,204

Uber Technologies, Inc. Series D, 8.00%

6/6/14

$ 75,532

Weinstein Co. Holdings LLC Class A-1 unit

10/19/05

$ 41,234

WeWork Companies, Inc. Class A

6/23/15

$ 21,209

WeWork Companies, Inc. Series E

6/23/15

$ 190,882

Values shown as $0 may reflect amounts less than $500.

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 4,173

Fidelity Securities Lending Cash Central Fund

7,882

Total

$ 12,055

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds *

Dividend Income

Value,
end of
period

Air Lease Corp. Class A

$ 53,907

$ -

$ 1,348

$ 264

$ 51,263

Air Lease Corp. Class A

208,782

2,274

18,651

987

187,246

Amphenol Corp.
Class A

1,363,053

130,281

51,591

14,140

1,394,816

B2Gold Corp.

93,908

17,510

21,148

-

57,677

Chipotle Mexican Grill, Inc.

1,312,660

100,801

72,107

-

934,389

Constant Contact, Inc.

79,053

-

59,305

-

-

Ivanhoe Mines Ltd.

20,530

5,951

13,152

-

-

Ivanhoe Mines Ltd.

14,107

-

64

-

-

Ivanhoe Mines Ltd.
Class A warrants 12/10/15

1,364

-

-

-

-

Metro Bank PLC Class A

96,224

-

-

-

81,353

Mettler-Toledo International, Inc.

663,758

2,196

175,666

-

555,432

Noble Energy, Inc.

1,084,789

6,764

734,081

9,509

-

Ultimate Software Group, Inc.

93,984

156,942

6,232

-

291,863

Total

$ 5,086,119

$ 422,719

$ 1,153,345

$ 24,900

$ 3,554,039

* Includes the value of securities delivered through in-kind transactions, if applicable.

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

Annual Report

Investments - continued

Other Information

The following is a summary of the inputs used, as of December 31, 2015, 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 in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 22,198,918

$ 21,558,003

$ 335,242

$ 305,673

Consumer Staples

6,715,017

6,641,487

11,314

62,216

Energy

1,381,679

1,381,679

-

-

Financials

16,886,463

15,944,873

536,597

404,993

Health Care

14,809,186

14,325,891

410,729

72,566

Industrials

6,162,057

5,921,134

173,414

67,509

Information Technology

34,594,631

32,308,212

238,955

2,047,464

Materials

2,286,337

2,229,944

56,393

-

Telecommunication Services

60,109

45,766

-

14,343

Corporate Bonds

16,885

-

15,376

1,509

Bank Loan Obligations

24,352

-

24,352

-

Money Market Funds

5,514,432

5,514,432

-

-

Total Investments in Securities:

$ 110,650,066

$ 105,871,421

$ 1,802,372

$ 2,976,273

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Equities - Information Technology

Beginning Balance

$ 1,181,751

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

778,571

Cost of Purchases

101,056

Proceeds of Sales

(13,914)

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 2,047,464

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 797,297

Other Investments in Securities

Beginning Balance

$ 360,655

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

102,122

Cost of Purchases

466,032

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 928,809

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 102,122

The information used in the above reconciliations represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliations are included in Net Gain (Loss) on the Fund's Statement of Operations.

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

 

 December 31, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $1,014,319) - See accompanying schedule:

Unaffiliated issuers (cost $57,746,948)

$ 101,581,595

 

Fidelity Central Funds (cost $5,514,432)

5,514,432

 

Other affiliated issuers (cost $1,890,984)

3,554,039

 

Total Investments (cost $65,152,364)

 

$ 110,650,066

Cash

 

617

Foreign currency held at value (cost $420)

420

Receivable for investments sold

168,564

Receivable for fund shares sold

161,063

Dividends receivable

61,371

Interest receivable

995

Distributions receivable from Fidelity Central Funds

2,512

Prepaid expenses

227

Other receivables

3,595

Total assets

111,049,430

 

 

 

Liabilities

Payable for investments purchased

$ 192,277

Payable for fund shares redeemed

466,747

Accrued management fee

57,427

Other affiliated payables

11,142

Other payables and accrued expenses

3,751

Collateral on securities loaned, at value

1,034,503

Total liabilities

1,765,847

 

 

 

Net Assets

$ 109,283,583

Net Assets consist of:

 

Paid in capital

$ 63,345,285

Undistributed net investment income

11,053

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

429,731

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

45,497,514

Net Assets

$ 109,283,583

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

  December 31, 2015

 

 

 

Contrafund:

Net Asset Value, offering price and redemption price per share ($77,724,064 ÷ 785,745 shares)

$ 98.92

 

 

 

Class K:

Net Asset Value, offering price and redemption price per share ($31,559,519 ÷ 319,291 shares)

$ 98.84

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

Annual Report

Statement of Operations

Amounts in thousands

  Year ended December 31, 2015

 

 

 

Investment Income

 

 

Dividends (including $24,900 earned from other affiliated issuers)

 

$ 1,126,418

Interest

 

4,544

Income from Fidelity Central Funds

 

12,055

Total income

 

1,143,017

 

 

 

Expenses

Management fee

 

 

Basic fee

$ 606,676

Performance adjustment

7,487

Transfer agent fees

128,092

Accounting and security lending fees

3,679

Custodian fees and expenses

1,748

Independent trustees' compensation

475

Appreciation in deferred trustee compensation account

2

Registration fees

661

Audit

306

Legal

275

Miscellaneous

743

Total expenses before reductions

750,144

Expense reductions

(3,419)

746,725

Net investment income (loss)

396,292

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

7,438,330

Other affiliated issuers

409,633

 

Foreign currency transactions

(1,965)

Total net realized gain (loss)

 

7,845,998

Change in net unrealized appreciation (depreciation) on:

Investment securities

(1,344,673)

Assets and liabilities in foreign currencies

(155)

Total change in net unrealized appreciation (depreciation)

 

(1,344,828)

Net gain (loss)

6,501,170

Net increase (decrease) in net assets resulting from operations

$ 6,897,462

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Year ended
December 31, 2015

Year ended
December 31, 2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 396,292

$ 371,348

Net realized gain (loss)

7,845,998

11,553,943

Change in net unrealized appreciation (depreciation)

(1,344,828)

(1,979,915)

Net increase (decrease) in net assets resulting from operations

6,897,462

9,945,376

Distributions to shareholders from net investment income

(359,493)

(299,409)

Distributions to shareholders from net realized gain

(5,311,883)

(7,375,128)

Total distributions

(5,671,376)

(7,674,537)

Share transactions - net increase (decrease)

(1,478,787)

(3,679,049)

Total increase (decrease) in net assets

(252,701)

(1,408,210)

 

 

 

Net Assets

Beginning of period

109,536,284

110,944,494

End of period (including undistributed net investment income of $11,053 and accumulated net investment loss of $3,392, respectively)

$ 109,283,583

$ 109,536,284

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

Annual Report

Financial Highlights - Fidelity Contrafund

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 97.97

$ 96.14

$ 77.57

$ 67.45

$ 67.73

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .33

  .30

  .33

  .30

  .04

Net realized and unrealized gain (loss)

  5.89

  8.67

  25.70

  10.66

  (.13)

Total from investment operations

  6.22

  8.97

  26.03

  10.96

  (.09)

Distributions from net investment income

  (.31)

  (.25)

  (.13)

  (.19) E

  (.04)

Distributions from net realized gain

  (4.96)

  (6.89)

  (7.33)

  (.65) E

  (.15)

Total distributions

  (5.27)

  (7.14)

  (7.46)

  (.84)

  (.19)

Net asset value, end of period

$ 98.92

$ 97.97

$ 96.14

$ 77.57

$ 67.45

Total ReturnA

  6.46%

  9.56%

  34.15%

  16.26%

  (.14)%

Ratios to Average Net AssetsC, F

 

 

 

 

 

Expenses before reductions

  .71%

  .64%

  .67%

  .74%

  .81%

Expenses net of fee waivers, if any

  .71%

  .64%

  .67%

  .74%

  .81%

Expenses net of all reductions

  .70%

  .64%

  .66%

  .74%

  .81%

Net investment income (loss)

  .33%

  .31%

  .37%

  .40%

  .06%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(in millions)

$ 77,724

$ 75,057

$ 74,962

$ 58,769

$ 54,677

Portfolio turnover rateD

  35%G

  45%G

  46%

  48%

  55%

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

B Calculated based on average shares outstanding during the period.

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

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

E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

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

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

Annual Report

Financial Highlights - Fidelity Contrafund Class K

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 97.90

$ 96.07

$ 77.51

$ 67.40

$ 67.70

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .43

  .40

  .42

  .39

  .12

Net realized and unrealized gain (loss)

  5.88

  8.68

  25.70

  10.65

  (.14)

Total from investment operations

  6.31

  9.08

  26.12

  11.04

  (.02)

Distributions from net investment income

  (.41)

  (.36)

  (.23)

  (.28) E

  (.13)

Distributions from net realized gain

  (4.96)

  (6.89)

  (7.33)

  (.65) E

  (.15)

Total distributions

  (5.37)

  (7.25)

  (7.56)

  (.93)

  (.28)

Net asset value, end of period

$ 98.84

$ 97.90

$ 96.07

$ 77.51

$ 67.40

Total ReturnA

  6.55%

  9.68%

  34.30%

  16.40%

  (.02)%

Ratios to Average Net AssetsC, F

 

 

 

 

Expenses before reductions

  .61%

  .54%

  .56%

  .63%

  .69%

Expenses net of fee waivers, if any

  .61%

  .54%

  .56%

  .63%

  .69%

Expenses net of all reductions

  .61%

  .54%

  .56%

  .62%

  .69%

Net investment income (loss)

  .43%

  .41%

  .48%

  .51%

  .18%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(in millions)

$ 31,560

$ 34,479

$ 35,982

$ 25,644

$ 18,047

Portfolio turnover rateD

  35%G

  45%G

  46%

  48%

  55%

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

B Calculated based on average shares outstanding during the period.

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

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

E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

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

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

Annual Report


Notes to Financial Statements

For the period ended December 31, 2015

(Amounts in thousands except percentages)

1. Organization.

Fidelity Contrafund (the Fund) is a fund of Fidelity Contrafund (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Contrafund and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

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

Level 1 - quoted prices in active markets for identical investments

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

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

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

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

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

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. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds and bank loan obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

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.

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted Average

Impact to
Valuation from an Increase
in Input
*

Corporate Bonds

$ 1,509

Replacement cost

Recovery rate

1.0%

Increase

Equities

$ 2,974,764

Discounted cash flow

Discount rate

8.0%

Decrease

 

 

 

Growth rate

3.0%

Increase

 

 

Last transaction price

Transaction price

$0.99 - $93.09 / $55.87

Increase

 

 

 

Adjusted transaction price

$31.12

Increase

 

 

Market comparable

EV/EBITDA multiple

9.8

Increase

 

 

 

EV/Sales multiple

1.2 - 8.5 / 5.2

Increase

 

 

 

P/B multiple

2.0

Increase

 

 

 

Discount rate

3.0% - 50.0% / 9.9%

Decrease

 

 

 

Discount for lack of marketability

10.0% - 30.0% / 13.8%

Decrease

 

 

 

Premium rate

10.0% - 30.0% / 25.0%

Increase

 

 

 

EV/GP multiple

4.8

Increase

 

 

Partnership NAV

Partnership NAV

$26.60

Increase

 

 

Proposed transaction price

Transaction price

$50.19 - $1,831.90 / $689.95

Increase

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

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 December 31, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in

Annual Report

3. Significant Accounting Policies - continued

Class Allocations and Expenses - continued

relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

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 December 31, 2015, 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. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. 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.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, redemptions in kind, partnerships, deferred trustees compensation and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 46,472,291

Gross unrealized depreciation

(1,231,544)

Net unrealized appreciation (depreciation) on securities

$ 45,240,747

Tax Cost

$ 65,409,319

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

Undistributed ordinary income

$ 14,452

Undistributed long-term capital gain

$ 686,686

Net unrealized appreciation (depreciation) on securities and other investments

$ 45,240,559

The tax character of distributions paid was as follows:

 

December 31, 2015

December 31, 2014

Ordinary Income

$ 359,493

$ 299,409

Long-term Capital Gains

5,311,883

7,375,128

Total

$ 5,671,376

$ 7,674,537

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

Loans and Other Direct Debt Instruments. The Fund invests in direct debt instruments which are interests in amounts owed to lenders by corporate or other borrowers. These instruments may be in the form of loans, trade claims or other receivables and may include standby financing commitments such as revolving credit facilities that obligate the Fund to supply additional cash to the borrower on demand. Loans may be acquired through assignment or participation. The Fund did not have any unfunded loan commitments, which are contractual obligations for future funding, at period end.

Annual Report

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and in-kind transactions, aggregated $37,463,621 and $43,605,671, respectively.

Redemptions In-Kind. During the period, 38,490 shares of the Fund held by unaffiliated entities were redeemed in kind for cash and investments with a value of $3,871,187. The net realized gain of $2,307,282 on investments delivered through the in-kind redemption is included in the accompanying Statement of Operations. The amount of in-kind redemptions is included in share transactions in the accompanying Statement of Changes in Net Assets as well as Note 10: Share Transactions. The Fund recognized no gain or loss for federal income tax purposes.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Contrafund as compared to its benchmark index, the S&P 500 Index, over the same 36 month performance period. For the reporting period, the total annual management fee rate, including the performance adjustment, was .56% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Contrafund. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Class-Level Average
Net Assets

Contrafund

$ 112,362

.15

Class K

15,730

.05

 

$ 128,092

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $559 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates 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 Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $158 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan

Annual Report

7. Security Lending - continued

securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $28,817. 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. Total security lending income during the period amounted to $7,882, including $325 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $1,310 for the period.

In addition, 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. During the period, these credits reduced the Fund's custody expenses by $1.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $446 and a portion of class-level operating expenses as follows:

 

Amount

Contrafund

$ 1,662

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2015

2014

From net investment income

 

 

Contrafund

$ 234,900

$ 183,648

Class K

124,593

115,761

Total

$ 359,493

$ 299,409

From net realized gain

 

 

Contrafund

$ 3,753,385

$ 5,087,176

Class K

1,558,498

2,287,952

Total

$ 5,311,883

$ 7,375,128

10. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 

Shares

Dollars

Years ended December 31,

2015

2014

2015

2014

Contrafund

 

 

 

 

Shares sold

88,333

78,564

$ 8,950,532

$ 7,686,692

Reinvestment of distributions

38,937

52,747

3,803,760

5,058,394

Shares redeemed

(107,615) A

(144,975) B

(10,887,026) A

(14,246,976) B

Net increase (decrease)

19,655

(13,664)

$ 1,867,266

$ (1,501,890)

Class K

 

 

 

 

Shares sold

62,375

75,358

$ 6,324,048

$ 7,395,464

Reinvestment of distributions

17,242

25,089

1,683,091

2,403,713

Shares redeemed

(112,522) A

(122,804) B

(11,353,192) A

(11,976,336) B

Net increase (decrease)

(32,905)

(22,357)

$ (3,346,053)

$ (2,177,159)

A Amount includes in-kind Redemptions (see Note:4 Redemptions In-Kind).

B Amount includes in-kind redemptions.

11. Other.

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

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Contrafund and the Shareholders of Fidelity Contrafund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Contrafund (a fund of Fidelity Contrafund) at December 31, 2015, 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. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Contrafund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2015 by correspondence with the custodian, agent banks and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 16, 2016

Annual Report


Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 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 1-800-544-8544.

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.

Annual Report

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

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have 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. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. 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."

Annual Report

Trustees and Officers - continued

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+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014) and a Director of FMR and FMR Co., Inc. (investment adviser firms, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment:2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* 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.

Annual Report

Trustees and Officers - continued

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+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as Chairman (2014-present) and a member (2010-present) of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes) and a Director of Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). He is a Trustee of the California Chapter of The Nature Conservancy (2015-present) and a Director of the Center for Advanced Study in the Behavioral Sciences at Stanford University (2015-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation (retail) and Chief Executive Officer and Chairman of the Board of Sears, Roebuck and Co. (retail, 2000-2005). Previously, Mr. Lacy served as Chairman (2008-2011) and a member (2006-2015) of the Board of Trustees of the National Parks Conservation Association and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present) and a non-executive Chairman of Health Equity, Inc. (health savings custodian, 2015-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2001

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ 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.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Officers:

Correspondence intended for an officer or Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

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

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. Mr. Bryant serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2015-present) and FMR Co., Inc. (investment adviser firm, 2015-present); Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2015-present) and Fidelity Investments Money Management, Inc. (investment adviser firm, 2015-present); and CLO of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2015-present). He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and CLO of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as 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).

John F. Papandrea (1972)

Year of Election or Appointment: 2016

Anti-Money Laundering (AML) Officer

 

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She 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 (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), FIAM LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Chief Compliance Officer of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2012-2016); Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The Board of Trustees of Contrafund voted to pay shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Contrafund

2/8/16

2/5/16

$0.014

$0.623

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2015, $5,436,240,979, or, if subsequently determined to be different, the net capital gain of such year.

Contrafund designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Contrafund designates 100% of the dividends distributed 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 will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Contrafund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

Annual Report

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Contrafund

con224709

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, a securities index, thus leading to a performance adjustment for the same period. The Board noted that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the shareholders of the fund.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment, relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity Contrafund

con224711

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014. The Board also noted the effect of the fund's performance adjustment, if any, on the fund's management fee ranking.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board noted the impact of the fund's performance adjustment. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below its competitive median for 2014.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Annual Report

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

FMR Investment Management
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc. Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

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Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments December 31, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

Fidelity®

Contrafund® -
Class K

Annual Report

December 31, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

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 1-800-835-5092 to request a free copy of the proxy voting guidelines.

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. © 2016 FMR LLC. All rights reserved.

Annual Report

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-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q 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.advisor.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.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 $10,000 table and the fund's 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 reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2015

Past 1
year

Past 5
years

Past 10
years

Class KA

6.55%

12.80%

8.81%

A The initial offering of Class K shares took place on May 9, 2008. Returns prior to May 9, 2008, are those of Fidelity® Contrafund®, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Contrafund® - Class K on December 31, 2005. The chart shows how the value of your investment would have changed, and also shows how S&P 500® Index performed over the same period. See footnote A above for additional information regarding the performance of Class K.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks gained modestly in 2015, rebounding from a steep decline in August and September over worries about China's slowing economic growth. The S&P 500® index rose 1.38% for the period, its lowest calendar-year return since 2008. After the late-summer rout, stocks sharply reversed course in October, lifted by the Federal Reserve's decision to put off raising near-term interest rates until mid-December. Investors also were encouraged by an interest-rate cut in China and economic stimulus in Europe. Overall, growth stocks fared much better than their value counterparts, as investors sought growth in a subpar economic environment. This helped lift the technology-heavy Nasdaq Composite Index® 6.96% for the year. Sector performance in the broader market was split, with five of 10 sectors in the S&P 500® gaining ground and five retreating. Consumer discretionary (+10%) led the way, benefiting from rising personal income and low inflation. Health care (+7%), consumer staples (+7%) and information technology (+6%) also outpaced the broad market amid strong fundamentals. Conversely, the energy sector (-21%) was by far the worst performer, stung by deflated commodity prices that also hit materials (-8%). The defensive, but rate-sensitive utilities sector (-5%) lost ground on the cusp of Fed tightening, while industrials (-3%) were dragged down with energy prices and a slower-growing China.

Comments from Portfolio Manager William Danoff: For the year, the fund's share classes handily outpaced the benchmark S&P 500® index. Contrafund beat the benchmark because it owned a larger proportion of companies that increased earnings nicely - especially within information technology - despite economic headwinds overseas and a strong U.S. dollar. Our top relative contributor was Facebook, which continued to increase revenue at a very fast clip as users continued to spend more time on its apps and engage with the advertising on them. We also were helped by Amazon.com, one of the best-performing stocks in the entire market, as investors came to appreciate its cloud-computing business, Amazon Web Services. Internet search firm Alphabet (formerly Google) also helped, with shares performing well the past year and the company demonstrating it could maintain robust revenue as more people access the Internet on their smartphones. All three contributors mentioned were among our largest holdings. Conversely, our biggest relative detractor was our sizable commitment to Berkshire Hathaway. Berkshire was the fund's third-largest position at year-end, so its 12% decline produced the largest hit to relative performance.

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.

Annual Report


Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2015 to December 31, 2015).

Actual Expenses

The first line of the accompanying table for each class of the Fund 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 of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' 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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Annual Report

 

Annualized
Expense Ratio
B

Beginning
Account Value
July 1, 2015

Ending
Account Value
December 31, 2015

Expenses Paid
During Period
C
July 1, 2015 to
December 31, 2015

Contrafund

.76%

 

 

 

Actual

 

$ 1,000.00

$ 1,013.10

$ 3.86

HypotheticalA

 

$ 1,000.00

$ 1,021.37

$ 3.87

Class K

.67%

 

 

 

Actual

 

$ 1,000.00

$ 1,013.60

$ 3.40

HypotheticalA

 

$ 1,000.00

$ 1,021.83

$ 3.41

A 5% return per year before expenses

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

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Facebook, Inc. Class A

4.9

3.9

Berkshire Hathaway, Inc. Class A

4.2

4.4

Wells Fargo & Co.

3.4

3.6

Alphabet, Inc. Class A

3.3

2.1

Apple, Inc.

3.3

4.0

Amazon.com, Inc.

3.0

1.6

Alphabet, Inc. Class C

3.0

2.0

Visa, Inc. Class A

2.3

1.9

Starbucks Corp.

2.0

1.8

NIKE, Inc. Class B

2.0

1.7

 

31.4

Top Five Market Sectors as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

31.6

27.9

Consumer Discretionary

20.3

19.0

Financials

15.5

16.2

Health Care

13.6

18.1

Consumer Staples

6.2

6.2

Asset Allocation (% of fund's net assets)

As of December 31, 2015*

As of June 30, 2015**

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Stocks 94.8%

 

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Stocks 97.6%

 

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Bonds 0.0%

 

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Bonds 0.0%

 

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Convertible
Securities 1.4%

 

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Convertible
Securities 1.2%

 

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Other Investments 0.0%

 

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Other Investments 0.1%

 

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Short-Term
Investments and
Net Other Assets (Liabilities) 3.8%

 

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Short-Term
Investments and
Net Other Assets (Liabilities) 1.1%

 

* Foreign investments

8.7%

 

** Foreign investments

9.7%

 

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Percentage shown as 0.0% may reflect amounts less than 0.05%.

Annual Report


Investments December 31, 2015

Showing Percentage of Net Assets

Common Stocks - 94.8%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 20.2%

Automobiles - 1.3%

Fuji Heavy Industries Ltd.

593,800

$ 24,462

General Motors Co.

5,339,633

181,601

Mahindra & Mahindra Ltd. (a)

4,327,351

83,006

Maruti Suzuki India Ltd. (a)

1,787,822

124,412

Tesla Motors, Inc. (a)(e)

4,225,854

1,014,247

 

1,427,728

Diversified Consumer Services - 0.1%

Bright Horizons Family Solutions, Inc. (a)

1,117,903

74,676

ServiceMaster Global Holdings, Inc. (a)

328,900

12,906

 

87,582

Hotels, Restaurants & Leisure - 3.9%

ARAMARK Holdings Corp.

3,327,233

107,303

Boyd Gaming Corp. (a)

357,452

7,103

Chipotle Mexican Grill, Inc. (a)(f)

1,947,253

934,389

Domino's Pizza, Inc.

1,732,884

192,783

Dunkin' Brands Group, Inc.

669,190

28,501

Hilton Worldwide Holdings, Inc.

2,335,254

49,974

Marriott International, Inc. Class A (e)

5,608,504

375,994

Paddy Power PLC (Ireland)

100,500

13,445

Planet Fitness, Inc. (a)(e)

567,249

8,866

Royal Caribbean Cruises Ltd.

108,500

10,981

Starbucks Corp.

36,850,698

2,212,147

Vail Resorts, Inc.

140,968

18,042

Whitbread PLC

4,943,622

320,740

 

4,280,268

Household Durables - 0.3%

D.R. Horton, Inc.

2,127,323

68,138

Lennar Corp. Class A

2,166,696

105,973

Mohawk Industries, Inc. (a)

618,557

117,149

 

291,260

Internet & Catalog Retail - 5.2%

Amazon.com, Inc. (a)

4,901,515

3,312,885

Expedia, Inc.

174,600

21,703

Netflix, Inc. (a)

8,598,738

983,524

Priceline Group, Inc. (a)

769,492

981,064

TripAdvisor, Inc. (a)

3,546,403

302,331

Wayfair LLC Class A (a)(e)

2,206,785

105,087

 

5,706,594

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Leisure Products - 0.0%

Hasbro, Inc.

654,050

$ 44,057

Media - 3.2%

Altice NV Class A (a)

1,601,483

23,060

Charter Communications, Inc. Class A (a)(e)

954,891

174,841

Interpublic Group of Companies, Inc.

516,100

12,015

Legend Pictures LLC (a)(i)(j)

98,977

181,316

Liberty Broadband Corp.:

Class A (a)

464,931

24,014

Class C (a)

1,076,849

55,845

Liberty Global PLC:

Class A (a)

5,580,221

236,378

Class C (a)

3,733,164

152,201

LiLAC Class A (a)

399,275

16,518

LiLAC Class C (a)

227,113

9,766

Liberty Media Corp.:

Class A (a)

547,400

21,485

Class C (a)

4,868,735

185,401

Lions Gate Entertainment Corp. (e)

3,256,971

105,493

Naspers Ltd. Class N

684,500

93,560

RELX PLC

602,900

10,639

Rightmove PLC

810,253

49,272

Sirius XM Holdings, Inc. (a)(e)

10,499,600

42,733

Starz Series A (a)

788,913

26,429

The Walt Disney Co.

19,755,777

2,075,937

Vivendi SA

456,400

9,802

Weinstein Co. Holdings LLC Class A-1 unit (a)(i)(j)

41,234

12,329

 

3,519,034

Multiline Retail - 0.2%

Dollar Tree, Inc. (a)

1,630,500

125,907

Dollarama, Inc.

1,178,044

68,059

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

2,397

41

 

194,007

Specialty Retail - 3.3%

AutoNation, Inc. (a)

532,353

31,760

AutoZone, Inc. (a)

511,213

379,274

Foot Locker, Inc.

833,432

54,248

Home Depot, Inc.

4,659,833

616,263

L Brands, Inc.

564,395

54,080

O'Reilly Automotive, Inc. (a)

2,593,798

657,320

Signet Jewelers Ltd.

398,165

49,249

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

TJX Companies, Inc.

22,964,834

$ 1,628,436

Ulta Salon, Cosmetics & Fragrance, Inc. (a)

833,837

154,260

 

3,624,890

Textiles, Apparel & Luxury Goods - 2.7%

Coach, Inc.

358,900

11,747

NIKE, Inc. Class B

34,367,818

2,147,989

Under Armour, Inc. Class A (sub. vtg.) (a)(e)

9,325,572

751,734

 

2,911,470

TOTAL CONSUMER DISCRETIONARY

22,086,890

CONSUMER STAPLES - 6.1%

Beverages - 0.6%

Boston Beer Co., Inc. Class A (a)

543,090

109,655

Constellation Brands, Inc. Class A (sub. vtg.)

791,067

112,680

Kweichow Moutai Co. Ltd.

337,800

11,314

Monster Beverage Corp.

1,049,961

156,402

The Coca-Cola Co.

7,324,328

314,653

 

704,704

Food & Staples Retailing - 1.6%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

1,420,054

62,510

Costco Wholesale Corp.

4,717,170

761,823

CVS Health Corp.

9,013,723

881,272

Kroger Co.

1,279,200

53,509

 

1,759,114

Food Products - 1.0%

Amplify Snack Brands, Inc.

1,257,583

14,487

Associated British Foods PLC

12,823,603

631,790

Blue Buffalo Pet Products, Inc. (a)(e)

478,878

8,960

General Mills, Inc.

17,278

996

Mondelez International, Inc.

6,035,741

270,643

Pinnacle Foods, Inc.

2,709,964

115,065

Post Holdings, Inc. (a)

329,328

20,320

The Hain Celestial Group, Inc. (a)

34,252

1,383

The Kraft Heinz Co.

136,937

9,964

 

1,073,608

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Household Products - 1.6%

Colgate-Palmolive Co.

25,852,563

$ 1,722,298

Spectrum Brands Holdings, Inc.

71,207

7,249

 

1,729,547

Personal Products - 1.3%

Estee Lauder Companies, Inc. Class A

15,256,141

1,343,456

L'Oreal SA

251,058

42,372

 

1,385,828

TOTAL CONSUMER STAPLES

6,652,801

ENERGY - 1.3%

Energy Equipment & Services - 0.2%

Schlumberger Ltd.

2,255,266

157,305

Oil, Gas & Consumable Fuels - 1.1%

Americas Petrogas, Inc. (a)(g)

3,560,563

540

Birchcliff Energy Ltd. (a)

5,488,584

16,025

Birchcliff Energy Ltd. (a)(g)

686,127

2,003

Canadian Natural Resources Ltd.

2,741,100

59,866

Cimarex Energy Co.

71,600

6,400

Concho Resources, Inc. (a)

58,200

5,404

Concho Resources, Inc. (a)

164,920

15,314

Diamondback Energy, Inc.

587,800

39,324

EOG Resources, Inc.

5,495,710

389,041

Marathon Petroleum Corp.

1,697,104

87,978

Noble Energy, Inc.

5,296,544

174,415

Phillips 66 Co.

1,222,041

99,963

Tesoro Corp.

993,137

104,647

Valero Energy Corp.

3,160,143

223,454

 

1,224,374

TOTAL ENERGY

1,381,679

FINANCIALS - 15.2%

Banks - 7.6%

Bank of America Corp.

33,724,679

567,586

Bank of Ireland (a)

1,298,634,441

479,839

Citigroup, Inc.

19,918,876

1,030,802

HDFC Bank Ltd. sponsored ADR

7,463,603

459,758

JPMorgan Chase & Co.

15,448,365

1,020,056

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Banks - continued

Kotak Mahindra Bank Ltd.

5,810,622

$ 63,418

Metro Bank PLC Class A (a)(f)(j)

4,680,628

81,353

U.S. Bancorp

20,787,943

887,022

Virgin Money Holdings Uk PLC

3,219,983

18,071

Wells Fargo & Co.

67,451,538

3,666,666

 

8,274,571

Capital Markets - 0.7%

BlackRock, Inc. Class A

1,228,729

418,407

Charles Schwab Corp.

2,075,520

68,347

Diamond Hill Investment Group, Inc.

3,682

696

Goldman Sachs Group, Inc.

221,330

39,890

Morgan Stanley

2,775,192

88,279

Oaktree Capital Group LLC Class A

2,399,772

114,517

 

730,136

Consumer Finance - 0.2%

Credit Acceptance Corp. (a)(e)

104,725

22,413

LendingClub Corp. (e)

5,108,398

56,448

Synchrony Financial (a)

5,854,794

178,044

 

256,905

Diversified Financial Services - 4.7%

Berkshire Hathaway, Inc. Class A (a)

23,312

4,611,114

IntercontinentalExchange, Inc.

385,798

98,865

McGraw Hill Financial, Inc.

4,592,294

452,708

MSCI, Inc. Class A

160,000

11,541

 

5,174,228

Insurance - 1.6%

ACE Ltd.

3,783,942

442,154

AIA Group Ltd.

79,192,000

473,179

Direct Line Insurance Group PLC

10,407,673

62,523

Fairfax Financial Holdings Ltd. (sub. vtg.)

194,732

92,449

James River Group Holdings Ltd.

561,400

18,829

Marsh & McLennan Companies, Inc.

2,084,163

115,567

The Chubb Corp.

3,915,095

519,298

The Travelers Companies, Inc.

112,063

12,647

 

1,736,646

Real Estate Investment Trusts - 0.4%

American Tower Corp.

1,637,752

158,780

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Real Estate Investment Trusts - continued

Equity Residential (SBI)

2,018,455

$ 164,686

Public Storage

228,700

56,649

 

380,115

Real Estate Management & Development - 0.0%

Brookfield Asset Management, Inc. Class A

324,050

10,222

WeWork Companies, Inc. Class A (j)

644,857

32,364

 

42,586

TOTAL FINANCIALS

16,595,187

HEALTH CARE - 13.5%

Biotechnology - 4.5%

Aduro Biotech, Inc.

464,785

13,079

Agios Pharmaceuticals, Inc. (a)

1,299,087

84,337

Alexion Pharmaceuticals, Inc. (a)

309,600

59,056

Alnylam Pharmaceuticals, Inc. (a)

170,963

16,094

Amgen, Inc.

656,352

106,546

Anacor Pharmaceuticals, Inc. (a)

334,039

37,736

Baxalta, Inc.

305,000

11,904

Biogen, Inc. (a)

4,793,873

1,468,603

bluebird bio, Inc. (a)

303,347

19,481

Blueprint Medicines Corp.

168,182

4,430

Celgene Corp. (a)

4,691,965

561,910

Cellectis SA sponsored ADR

254,902

7,910

Chiasma, Inc. (a)

212,801

4,165

Cidara Therapeutics, Inc.

335,045

5,749

Genmab A/S (a)

220,300

29,292

Gilead Sciences, Inc.

16,565,088

1,676,221

Incyte Corp. (a)

798,500

86,597

Intrexon Corp. (a)(e)

3,108,514

93,722

Mirati Therapeutics, Inc. (a)

171,600

5,423

Myriad Genetics, Inc. (a)(e)

1,126,023

48,599

NantKwest, Inc. (a)(e)

475,181

8,235

Neurocrine Biosciences, Inc. (a)

2,563,181

144,999

OvaScience, Inc. (a)

536,624

5,243

ProNai Therapeutics, Inc. (a)

265,477

3,993

Regeneron Pharmaceuticals, Inc. (a)

674,125

365,962

Sage Therapeutics, Inc. (a)

132,795

7,742

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Biotechnology - continued

TESARO, Inc. (a)

167,172

$ 8,746

Ultragenyx Pharmaceutical, Inc. (a)

123,713

13,878

 

4,899,652

Health Care Equipment & Supplies - 2.0%

Becton, Dickinson & Co.

1,337,746

206,133

Boston Scientific Corp. (a)

29,192,258

538,305

C.R. Bard, Inc.

556,157

105,358

DENTSPLY International, Inc.

2,168,997

131,983

DexCom, Inc. (a)

2,690,514

220,353

Edwards Lifesciences Corp. (a)

1,552,700

122,632

ICU Medical, Inc. (a)

437,644

49,357

Intuitive Surgical, Inc. (a)

43,900

23,976

Medtronic PLC

7,763,147

597,141

Penumbra, Inc. (a)

239,588

12,892

Sirona Dental Systems, Inc. (a)

105,100

11,516

Stryker Corp.

1,473,352

136,933

 

2,156,579

Health Care Providers & Services - 2.9%

Aetna, Inc.

2,100,756

227,134

AmerisourceBergen Corp.

2,836,694

294,194

Anthem, Inc.

251,136

35,018

Cigna Corp.

1,628,148

238,247

Henry Schein, Inc. (a)

3,306,930

523,123

Ramsay Health Care Ltd.

56,746

2,790

Teladoc, Inc. (e)

1,167,002

20,959

UnitedHealth Group, Inc.

15,840,824

1,863,515

VCA, Inc. (a)

214,700

11,809

 

3,216,789

Health Care Technology - 0.3%

Cerner Corp. (a)

4,488,514

270,074

Medidata Solutions, Inc. (a)

269,600

13,289

 

283,363

Life Sciences Tools & Services - 1.1%

Eurofins Scientific SA

40,651

14,219

Illumina, Inc. (a)

489,729

94,001

Mettler-Toledo International, Inc. (a)(f)

1,637,815

555,432

Thermo Fisher Scientific, Inc.

2,570,813

364,670

Waters Corp. (a)

1,400,304

188,453

 

1,216,775

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - 2.7%

Astellas Pharma, Inc.

6,252,200

$ 89,005

Bayer AG

506,159

63,214

Bristol-Myers Squibb Co.

11,712,331

805,691

Eli Lilly & Co.

3,945,200

332,423

Intra-Cellular Therapies, Inc. (a)

401,300

21,586

Jiangsu Hengrui Medicine Co. Ltd.

1,380,500

10,410

Johnson & Johnson

5,962,944

612,514

Novo Nordisk A/S Series B

3,618,638

209,513

Sino Biopharmaceutical Ltd.

7,195,000

6,505

Teva Pharmaceutical Industries Ltd. sponsored ADR

12,379,666

812,601

 

2,963,462

TOTAL HEALTH CARE

14,736,620

INDUSTRIALS - 5.6%

Aerospace & Defense - 0.6%

General Dynamics Corp.

632,849

86,928

Space Exploration Technologies Corp. Class A (a)(j)

200,313

17,828

The Boeing Co.

3,351,145

484,542

TransDigm Group, Inc. (a)

488,566

111,613

 

700,911

Air Freight & Logistics - 0.3%

C.H. Robinson Worldwide, Inc.

412,764

25,600

FedEx Corp.

2,234,086

332,856

 

358,456

Airlines - 1.1%

Alaska Air Group, Inc.

563,100

45,335

InterGlobe Aviation Ltd. (a)

60,170

1,116

Ryanair Holdings PLC sponsored ADR

5,985,032

517,466

Southwest Airlines Co.

14,194,891

611,232

 

1,175,149

Building Products - 0.2%

ASSA ABLOY AB (B Shares)

3,004,937

62,901

Fortune Brands Home & Security, Inc.

1,931,654

107,207

Toto Ltd.

2,127,600

74,747

 

244,855

Commercial Services & Supplies - 0.1%

Stericycle, Inc. (a)

1,165,712

140,585

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Construction & Engineering - 0.0%

Jacobs Engineering Group, Inc. (a)

504,574

$ 21,167

Electrical Equipment - 0.2%

Acuity Brands, Inc.

894,909

209,230

Nidec Corp.

305,200

22,132

 

231,362

Industrial Conglomerates - 1.8%

3M Co.

5,112,287

770,115

Danaher Corp.

8,388,651

779,138

General Electric Co.

12,291,442

382,878

 

1,932,131

Machinery - 0.1%

Illinois Tool Works, Inc.

417,445

38,689

PACCAR, Inc.

243,400

11,537

Rational AG

27,578

12,518

 

62,744

Professional Services - 0.4%

Equifax, Inc.

2,342,538

260,888

Robert Half International, Inc.

1,509,973

71,180

Verisk Analytics, Inc. (a)

781,900

60,112

 

392,180

Road & Rail - 0.5%

Canadian Pacific Railway Ltd.

2,640,540

337,257

Union Pacific Corp.

2,289,687

179,054

 

516,311

Trading Companies & Distributors - 0.3%

Air Lease Corp.:

Class A (f)(g)

1,531,164

51,263

Class A (f)

5,592,779

187,246

HD Supply Holdings, Inc. (a)

3,263,946

98,016

 

336,525

TOTAL INDUSTRIALS

6,112,376

INFORMATION TECHNOLOGY - 30.8%

Communications Equipment - 0.3%

Juniper Networks, Inc.

2,506,263

69,173

Motorola Solutions, Inc.

1,261,675

86,362

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Communications Equipment - continued

Palo Alto Networks, Inc. (a)

63,900

$ 11,255

Qualcomm Technologies, Inc.

2,968,449

148,378

 

315,168

Electronic Equipment & Components - 1.6%

Amphenol Corp. Class A (f)

26,705,269

1,394,816

CDW Corp.

2,027,254

85,226

Fitbit, Inc.

1,168,000

34,561

IPG Photonics Corp. (a)

2,229,954

198,823

Keyence Corp.

58,600

32,207

 

1,745,633

Internet Software & Services - 12.0%

Alibaba Group Holding Ltd. sponsored ADR (a)

1,773,996

144,173

Alphabet, Inc.:

Class A (a)

4,640,017

3,609,980

Class C

4,325,125

3,282,251

Dropbox, Inc. (a)(j)

5,464,028

73,382

eBay, Inc. (a)

7,781,683

213,841

Facebook, Inc. Class A (a)

51,442,184

5,383,942

JUST EAT Ltd. (a)

1,097,255

7,986

LinkedIn Corp. Class A (a)

304,850

68,616

LogMeIn, Inc. (a)

975,695

65,469

NetEase, Inc. sponsored ADR

63,700

11,545

Stamps.com, Inc. (a)

632,574

69,336

Tencent Holdings Ltd.

5,563,000

108,923

Twitter, Inc. (a)

423,658

9,803

VeriSign, Inc. (a)

137,000

11,968

Yahoo!, Inc. (a)

183,305

6,097

 

13,067,312

IT Services - 6.3%

Alliance Data Systems Corp. (a)

137,651

38,070

ASAC II LP (a)(j)

39,494,500

1,050,601

Cognizant Technology Solutions Corp. Class A (a)

5,477,391

328,753

Fiserv, Inc. (a)

3,953,354

361,574

FleetCor Technologies, Inc. (a)

1,009,538

144,293

Gartner, Inc. Class A (a)

831,634

75,429

Global Payments, Inc.

687,344

44,341

Infosys Ltd. sponsored ADR (e)

1,101,400

18,448

MasterCard, Inc. Class A

18,043,832

1,756,747

PayPal Holdings, Inc. (a)

12,674,787

458,827

Total System Services, Inc.

1,357,947

67,626

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - continued

Vantiv, Inc. (a)

219,200

$ 10,394

Visa, Inc. Class A

32,032,997

2,484,159

 

6,839,262

Semiconductors & Semiconductor Equipment - 1.5%

Analog Devices, Inc.

2,505,754

138,618

ARM Holdings PLC

4,572,638

69,696

Avago Technologies Ltd.

5,385,310

781,678

Broadcom Corp. Class A

4,326,304

250,147

Inphi Corp. (a)

1,207,776

32,634

Maxim Integrated Products, Inc.

288,600

10,967

NXP Semiconductors NV (a)

2,896,102

243,997

Skyworks Solutions, Inc.

1,303,087

100,116

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

3,148,881

71,637

 

1,699,490

Software - 5.8%

Activision Blizzard, Inc.

5,558,344

215,163

Adobe Systems, Inc. (a)

8,219,116

772,104

Atlassian Corp. PLC

306,600

9,223

Check Point Software Technologies Ltd. (a)

749,746

61,014

Electronic Arts, Inc. (a)

6,045,851

415,471

Fleetmatics Group PLC (a)

676,314

34,350

HubSpot, Inc. (a)

103,352

5,820

Intuit, Inc.

1,307,928

126,215

Manhattan Associates, Inc. (a)

152,100

10,064

Microsoft Corp.

26,206,018

1,453,910

Mobileye NV (a)(e)

4,168,062

176,226

RealPage, Inc. (a)

467,863

10,504

Red Hat, Inc. (a)

1,489,349

123,333

Salesforce.com, Inc. (a)

25,050,276

1,963,942

ServiceNow, Inc. (a)

3,599,809

311,599

Trion World Network, Inc.:

warrants 8/10/17 (a)(j)

124,282

0

warrants 10/3/18 (a)(j)

181,908

0

Tyler Technologies, Inc. (a)

208,500

36,346

Ultimate Software Group, Inc. (a)(f)

1,492,828

291,863

Workday, Inc. Class A (a)

4,809,120

383,191

 

6,400,338

Technology Hardware, Storage & Peripherals - 3.3%

Apple, Inc.

33,795,134

3,557,276

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - continued

Pure Storage, Inc.:

Class A (a)(e)

1,190,900

$ 18,542

Class B

2,007,356

28,129

 

3,603,947

TOTAL INFORMATION TECHNOLOGY

33,671,150

MATERIALS - 2.1%

Chemicals - 1.5%

Agrium, Inc. (e)

31,767

2,839

Ecolab, Inc.

1,622,769

185,612

LyondellBasell Industries NV Class A

575,000

49,968

Monsanto Co.

14,294

1,408

PPG Industries, Inc.

7,604,789

751,505

Sherwin-Williams Co.

2,276,564

590,996

The Dow Chemical Co.

247,700

12,752

 

1,595,080

Construction Materials - 0.2%

Martin Marietta Materials, Inc.

1,182,257

161,473

Containers & Packaging - 0.2%

Ball Corp.

750,344

54,573

Sealed Air Corp.

1,768,790

78,888

WestRock Co.

2,978,287

135,869

 

269,330

Metals & Mining - 0.2%

B2Gold Corp. (a)(f)

57,005,926

57,677

Franco-Nevada Corp.

2,532,113

115,836

Ivanhoe Mines Ltd. (a)

9,772,308

4,308

Ivanhoe Mines Ltd. (a)(g)

15,938,709

7,027

Newcrest Mining Ltd. (a)

5,959,798

56,393

Novagold Resources, Inc. (a)

4,575,711

19,213

 

260,454

TOTAL MATERIALS

2,286,337

Common Stocks - continued

Shares

Value (000s)

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

T-Mobile U.S., Inc. (a)

1,169,897

$ 45,766

TOTAL COMMON STOCKS

(Cost $58,647,458)


103,568,806

Convertible Preferred Stocks - 1.4%

 

 

 

 

CONSUMER DISCRETIONARY - 0.1%

Diversified Consumer Services - 0.1%

Airbnb, Inc.:

Series D (a)(j)

578,817

53,885

Series E (j)

388,853

36,200

Handy Technologies, Inc. Series C (j)

3,537,042

20,727

 

110,812

Media - 0.0%

Mode Media Corp. Series M-1, 8.00% (a)(j)

1,228,555

1,216

TOTAL CONSUMER DISCRETIONARY

112,028

CONSUMER STAPLES - 0.1%

Food & Staples Retailing - 0.1%

Blue Apron, Inc. Series D (j)

4,329,591

62,216

FINANCIALS - 0.3%

Real Estate Management & Development - 0.3%

WeWork Companies, Inc. Series E (j)

5,803,713

291,276

HEALTH CARE - 0.1%

Biotechnology - 0.1%

23andMe, Inc. Series E (j)

664,987

7,200

Intarcia Therapeutics, Inc. Series CC (a)(j)

2,100,446

65,366

 

72,566

INDUSTRIALS - 0.0%

Aerospace & Defense - 0.0%

Space Exploration Technologies Corp. Series G (j)

558,215

49,681

INFORMATION TECHNOLOGY - 0.8%

Internet Software & Services - 0.7%

Dropbox, Inc.:

Series A (a)(j)

1,260,898

16,934

Series C (a)(j)

698,385

9,379

Convertible Preferred Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Internet Software & Services - continued

Pinterest, Inc.:

Series E, 8.00% (a)(j)

54,841,080

$ 414,489

Series F, 8.00% (a)(j)

3,455,720

26,118

Series G, 8.00% (j)

4,301,275

32,509

Uber Technologies, Inc. Series D, 8.00% (a)(j)

4,868,916

237,468

 

736,897

IT Services - 0.0%

Nutanix, Inc. Series E (a)(j)

3,060,752

45,697

Software - 0.1%

Cloudera, Inc. Series F (a)(j)

1,316,883

43,233

Cloudflare, Inc. Series D (a)(j)

4,303,714

30,317

Delphix Corp. Series D (j)

3,712,687

21,014

Trion World Network, Inc.:

Series C, 8.00% (a)(j)

3,950,196

2,647

Series C-1, 8.00% (a)(j)

310,705

208

Series D, 8.00% (a)(j)

333,435

223

Twilio, Inc. Series E (j)

2,935,814

43,245

 

140,887

TOTAL INFORMATION TECHNOLOGY

923,481

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

Altiostar Networks, Inc. Series D (j)

2,538,649

14,343

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $946,449)


1,525,591

Corporate Bonds - 0.0%

 

Principal Amount (000s) (d)

 

Convertible Bonds - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Software - 0.0%

Trion World Network, Inc. 15% 10/10/19 pay-in-kind (j)

$ 1,509

1,509

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Nonconvertible Bonds - 0.0%

FINANCIALS - 0.0%

Banks - 0.0%

Bank of Ireland 10% 7/30/16

EUR

13,616

$ 15,376

TOTAL CORPORATE BONDS

(Cost $19,331)


16,885

Bank Loan Obligations - 0.0%

 

INDUSTRIALS - 0.0%

Building Products - 0.0%

Jeld-Wen, Inc. Tranche B, term loan 4.75% 7/1/22 (h)

(Cost $24,694)

$ 24,818


24,352

Money Market Funds - 5.1%

Shares

 

Fidelity Cash Central Fund, 0.33% (b)

4,479,929,044

4,479,929

Fidelity Securities Lending Cash Central Fund, 0.35% (b)(c)

1,034,503,293

1,034,503

TOTAL MONEY MARKET FUNDS

(Cost $5,514,432)


5,514,432

TOTAL INVESTMENT PORTFOLIO - 101.3%

(Cost $65,152,364)

110,650,066

NET OTHER ASSETS (LIABILITIES) - (1.3)%

(1,366,483)

NET ASSETS - 100%

$ 109,283,583

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

(b) 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.

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

(d) Amount is stated in United States dollars unless otherwise noted.

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

(f) Affiliated company

(g) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $60,833,000 or 0.1% of net assets.

(h) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

(i) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(j) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $2,976,273,000 or 2.7% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

23andMe, Inc. Series E

6/18/15

$ 7,200

Airbnb, Inc. Series D

4/16/14

$ 23,565

Airbnb, Inc. Series E

6/29/15

$ 36,200

Altiostar Networks, Inc. Series D

1/7/15

$ 31,200

ASAC II LP

10/10/13

$ 394,945

Blue Apron, Inc. Series D

5/18/15

$ 57,700

Cloudera, Inc. Series F

2/5/14

$ 19,174

Cloudflare, Inc. Series D

11/5/14 - 6/24/15

$ 26,827

Delphix Corp. Series D

7/10/15

$ 33,414

Dropbox, Inc.

5/2/12

$ 49,445

Dropbox, Inc. Series A

5/29/12

$ 11,410

Dropbox, Inc. Series C

1/30/14

$ 13,340

Handy Technologies, Inc. Series C

10/14/15

$ 20,727

Intarcia Therapeutics, Inc. Series CC

11/14/12

$ 28,629

Security

Acquisition Date

Acquisition Cost (000s)

Legend Pictures LLC

9/23/10 - 6/10/15

$ 157,012

Metro Bank PLC Class A

12/8/09 - 12/6/13

$ 80,047

Mode Media Corp. Series M-1, 8.00%

3/19/08

$ 26,058

Nutanix, Inc. Series E

8/26/14

$ 41,003

Pinterest, Inc. Series E, 8.00%

10/23/13

$ 159,376

Pinterest, Inc. Series F, 8.00%

5/15/14

$ 11,739

Pinterest, Inc. Series G, 8.00%

2/27/15

$ 30,879

Space Exploration Technologies Corp. Class A

10/16/15

$ 17,828

Space Exploration Technologies Corp. Series G

1/20/15

$ 43,239

Trion World Network, Inc. warrants 8/10/17

8/10/10

$ 0

Trion World Network, Inc. warrants 10/3/18

10/10/13

$ 0

Trion World Network, Inc. Series C, 8.00%

8/22/08

$ 21,691

Trion World Network, Inc. Series C-1, 8.00%

8/10/10

$ 1,706

Trion World Network, Inc. Series D, 8.00%

3/20/13

$ 1,754

Security

Acquisition Date

Acquisition Cost (000s)

Trion World Network, Inc. 15% 10/10/19 pay-in-kind

10/10/13 - 10/10/15

$ 1,507

Twilio, Inc.
Series E

4/24/15

$ 33,204

Uber Technologies, Inc. Series D, 8.00%

6/6/14

$ 75,532

Weinstein Co. Holdings LLC Class A-1 unit

10/19/05

$ 41,234

WeWork Companies, Inc. Class A

6/23/15

$ 21,209

WeWork Companies, Inc. Series E

6/23/15

$ 190,882

Values shown as $0 may reflect amounts less than $500.

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 4,173

Fidelity Securities Lending Cash Central Fund

7,882

Total

$ 12,055

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds *

Dividend Income

Value,
end of
period

Air Lease Corp. Class A

$ 53,907

$ -

$ 1,348

$ 264

$ 51,263

Air Lease Corp. Class A

208,782

2,274

18,651

987

187,246

Amphenol Corp.
Class A

1,363,053

130,281

51,591

14,140

1,394,816

B2Gold Corp.

93,908

17,510

21,148

-

57,677

Chipotle Mexican Grill, Inc.

1,312,660

100,801

72,107

-

934,389

Constant Contact, Inc.

79,053

-

59,305

-

-

Ivanhoe Mines Ltd.

20,530

5,951

13,152

-

-

Ivanhoe Mines Ltd.

14,107

-

64

-

-

Ivanhoe Mines Ltd.
Class A warrants 12/10/15

1,364

-

-

-

-

Metro Bank PLC Class A

96,224

-

-

-

81,353

Mettler-Toledo International, Inc.

663,758

2,196

175,666

-

555,432

Noble Energy, Inc.

1,084,789

6,764

734,081

9,509

-

Ultimate Software Group, Inc.

93,984

156,942

6,232

-

291,863

Total

$ 5,086,119

$ 422,719

$ 1,153,345

$ 24,900

$ 3,554,039

* Includes the value of securities delivered through in-kind transactions, if applicable.

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

Annual Report

Other Information

The following is a summary of the inputs used, as of December 31, 2015, 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 in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 22,198,918

$ 21,558,003

$ 335,242

$ 305,673

Consumer Staples

6,715,017

6,641,487

11,314

62,216

Energy

1,381,679

1,381,679

-

-

Financials

16,886,463

15,944,873

536,597

404,993

Health Care

14,809,186

14,325,891

410,729

72,566

Industrials

6,162,057

5,921,134

173,414

67,509

Information Technology

34,594,631

32,308,212

238,955

2,047,464

Materials

2,286,337

2,229,944

56,393

-

Telecommunication Services

60,109

45,766

-

14,343

Corporate Bonds

16,885

-

15,376

1,509

Bank Loan Obligations

24,352

-

24,352

-

Money Market Funds

5,514,432

5,514,432

-

-

Total Investments in Securities:

$ 110,650,066

$ 105,871,421

$ 1,802,372

$ 2,976,273

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Equities - Information Technology

Beginning Balance

$ 1,181,751

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

778,571

Cost of Purchases

101,056

Proceeds of Sales

(13,914)

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 2,047,464

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 797,297

Other Investments in Securities

Beginning Balance

$ 360,655

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

102,122

Cost of Purchases

466,032

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 928,809

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 102,122

The information used in the above reconciliations represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliations are included in Net Gain (Loss) on the Fund's Statement of Operations.

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

 

 December 31, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $1,014,319) - See accompanying schedule:

Unaffiliated issuers (cost $57,746,948)

$ 101,581,595

 

Fidelity Central Funds (cost $5,514,432)

5,514,432

 

Other affiliated issuers (cost $1,890,984)

3,554,039

 

Total Investments (cost $65,152,364)

 

$ 110,650,066

Cash

 

617

Foreign currency held at value (cost $420)

420

Receivable for investments sold

168,564

Receivable for fund shares sold

161,063

Dividends receivable

61,371

Interest receivable

995

Distributions receivable from Fidelity Central Funds

2,512

Prepaid expenses

227

Other receivables

3,595

Total assets

111,049,430

 

 

 

Liabilities

Payable for investments purchased

$ 192,277

Payable for fund shares redeemed

466,747

Accrued management fee

57,427

Other affiliated payables

11,142

Other payables and accrued expenses

3,751

Collateral on securities loaned, at value

1,034,503

Total liabilities

1,765,847

 

 

 

Net Assets

$ 109,283,583

Net Assets consist of:

 

Paid in capital

$ 63,345,285

Undistributed net investment income

11,053

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

429,731

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

45,497,514

Net Assets

$ 109,283,583

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

Annual Report

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

  December 31, 2015

 

 

 

Contrafund:

Net Asset Value, offering price and redemption price per share ($77,724,064 ÷ 785,745 shares)

$ 98.92

 

 

 

Class K:

Net Asset Value, offering price and redemption price per share ($31,559,519 ÷ 319,291 shares)

$ 98.84

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

Annual Report

Financial Statements - continued

Statement of Operations

Amounts in thousands

  Year ended December 31, 2015

 

 

 

Investment Income

 

 

Dividends (including $24,900 earned from other affiliated issuers)

 

$ 1,126,418

Interest

 

4,544

Income from Fidelity Central Funds

 

12,055

Total income

 

1,143,017

 

 

 

Expenses

Management fee

 

 

Basic fee

$ 606,676

Performance adjustment

7,487

Transfer agent fees

128,092

Accounting and security lending fees

3,679

Custodian fees and expenses

1,748

Independent trustees' compensation

475

Appreciation in deferred trustee compensation account

2

Registration fees

661

Audit

306

Legal

275

Miscellaneous

743

Total expenses before reductions

750,144

Expense reductions

(3,419)

746,725

Net investment income (loss)

396,292

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

7,438,330

Other affiliated issuers

409,633

 

Foreign currency transactions

(1,965)

Total net realized gain (loss)

 

7,845,998

Change in net unrealized appreciation (depreciation) on:

Investment securities

(1,344,673)

Assets and liabilities in foreign currencies

(155)

Total change in net unrealized appreciation (depreciation)

 

(1,344,828)

Net gain (loss)

6,501,170

Net increase (decrease) in net assets resulting from operations

$ 6,897,462

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

Annual Report

Statement of Changes in Net Assets

Amounts in thousands

Year ended
December 31, 2015

Year ended
December 31, 2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 396,292

$ 371,348

Net realized gain (loss)

7,845,998

11,553,943

Change in net unrealized appreciation (depreciation)

(1,344,828)

(1,979,915)

Net increase (decrease) in net assets resulting from operations

6,897,462

9,945,376

Distributions to shareholders from net investment income

(359,493)

(299,409)

Distributions to shareholders from net realized gain

(5,311,883)

(7,375,128)

Total distributions

(5,671,376)

(7,674,537)

Share transactions - net increase (decrease)

(1,478,787)

(3,679,049)

Total increase (decrease) in net assets

(252,701)

(1,408,210)

 

 

 

Net Assets

Beginning of period

109,536,284

110,944,494

End of period (including undistributed net investment income of $11,053 and accumulated net investment loss of $3,392, respectively)

$ 109,283,583

$ 109,536,284

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

Annual Report

Financial Highlights - Fidelity Contrafund

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 97.97

$ 96.14

$ 77.57

$ 67.45

$ 67.73

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .33

  .30

  .33

  .30

  .04

Net realized and unrealized gain (loss)

  5.89

  8.67

  25.70

  10.66

  (.13)

Total from investment operations

  6.22

  8.97

  26.03

  10.96

  (.09)

Distributions from net investment income

  (.31)

  (.25)

  (.13)

  (.19) E

  (.04)

Distributions from net realized gain

  (4.96)

  (6.89)

  (7.33)

  (.65) E

  (.15)

Total distributions

  (5.27)

  (7.14)

  (7.46)

  (.84)

  (.19)

Net asset value, end of period

$ 98.92

$ 97.97

$ 96.14

$ 77.57

$ 67.45

Total ReturnA

  6.46%

  9.56%

  34.15%

  16.26%

  (.14)%

Ratios to Average Net AssetsC, F

 

 

 

 

 

Expenses before reductions

  .71%

  .64%

  .67%

  .74%

  .81%

Expenses net of fee waivers, if any

  .71%

  .64%

  .67%

  .74%

  .81%

Expenses net of all reductions

  .70%

  .64%

  .66%

  .74%

  .81%

Net investment income (loss)

  .33%

  .31%

  .37%

  .40%

  .06%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(in millions)

$ 77,724

$ 75,057

$ 74,962

$ 58,769

$ 54,677

Portfolio turnover rateD

  35%G

  45%G

  46%

  48%

  55%

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

B Calculated based on average shares outstanding during the period.

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

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

E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

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

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

Annual Report

Financial Highlights - Fidelity Contrafund Class K

Years ended December 31,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 97.90

$ 96.07

$ 77.51

$ 67.40

$ 67.70

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .43

  .40

  .42

  .39

  .12

Net realized and unrealized gain (loss)

  5.88

  8.68

  25.70

  10.65

  (.14)

Total from investment operations

  6.31

  9.08

  26.12

  11.04

  (.02)

Distributions from net investment income

  (.41)

  (.36)

  (.23)

  (.28) E

  (.13)

Distributions from net realized gain

  (4.96)

  (6.89)

  (7.33)

  (.65) E

  (.15)

Total distributions

  (5.37)

  (7.25)

  (7.56)

  (.93)

  (.28)

Net asset value, end of period

$ 98.84

$ 97.90

$ 96.07

$ 77.51

$ 67.40

Total ReturnA

  6.55%

  9.68%

  34.30%

  16.40%

  (.02)%

Ratios to Average Net AssetsC, F

 

 

 

 

Expenses before reductions

  .61%

  .54%

  .56%

  .63%

  .69%

Expenses net of fee waivers, if any

  .61%

  .54%

  .56%

  .63%

  .69%

Expenses net of all reductions

  .61%

  .54%

  .56%

  .62%

  .69%

Net investment income (loss)

  .43%

  .41%

  .48%

  .51%

  .18%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(in millions)

$ 31,560

$ 34,479

$ 35,982

$ 25,644

$ 18,047

Portfolio turnover rateD

  35%G

  45%G

  46%

  48%

  55%

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

B Calculated based on average shares outstanding during the period.

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

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

E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

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

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

Annual Report


Notes to Financial Statements

For the period ended December 31, 2015

(Amounts in thousands except percentages)

1. Organization.

Fidelity Contrafund (the Fund) is a fund of Fidelity Contrafund (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Contrafund and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

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

Level 1 - quoted prices in active markets for identical investments

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

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

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

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

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

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. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds and bank loan obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

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.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted Average

Impact to
Valuation from an Increase
in Input
*

Corporate Bonds

$ 1,509

Replacement cost

Recovery rate

1.0%

Increase

Equities

$ 2,974,764

Discounted cash flow

Discount rate

8.0%

Decrease

 

 

 

Growth rate

3.0%

Increase

 

 

Last transaction price

Transaction price

$0.99 - $93.09 / $55.87

Increase

 

 

 

Adjusted transaction price

$31.12

Increase

 

 

Market comparable

EV/EBITDA multiple

9.8

Increase

 

 

 

EV/Sales multiple

1.2 - 8.5 / 5.2

Increase

 

 

 

P/B multiple

2.0

Increase

 

 

 

Discount rate

3.0% - 50.0% / 9.9%

Decrease

 

 

 

Discount for lack of marketability

10.0% - 30.0% / 13.8%

Decrease

 

 

 

Premium rate

10.0% - 30.0% / 25.0%

Increase

 

 

 

EV/GP multiple

4.8

Increase

 

 

Partnership NAV

Partnership NAV

$26.60

Increase

 

 

Proposed transaction price

Transaction price

$50.19 - $1,831.90 / $689.95

Increase

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

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 December 31, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Annual Report

3. Significant Accounting Policies - continued

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Class Allocations and Expenses - continued

relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

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 December 31, 2015, 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. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. 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.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, redemptions in kind, partnerships, deferred trustees compensation and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 46,472,291

Gross unrealized depreciation

(1,231,544)

Net unrealized appreciation (depreciation) on securities

$ 45,240,747

Tax Cost

$ 65,409,319

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

Undistributed ordinary income

$ 14,452

Undistributed long-term capital gain

$ 686,686

Net unrealized appreciation (depreciation) on securities and other investments

$ 45,240,559

The tax character of distributions paid was as follows:

 

December 31, 2015

December 31, 2014

Ordinary Income

$ 359,493

$ 299,409

Long-term Capital Gains

5,311,883

7,375,128

Total

$ 5,671,376

$ 7,674,537

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

Loans and Other Direct Debt Instruments. The Fund invests in direct debt instruments which are interests in amounts owed to lenders by corporate or other borrowers. These instruments may be in the form of loans, trade claims or other receivables and may include standby financing commitments such as revolving credit facilities that obligate the Fund to supply additional cash to the borrower on demand. Loans may be acquired through assignment or participation. The Fund did not have any unfunded loan commitments, which are contractual obligations for future funding, at period end.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and in-kind transactions, aggregated $37,463,621 and $43,605,671, respectively.

Redemptions In-Kind. During the period, 38,490 shares of the Fund held by unaffiliated entities were redeemed in kind for cash and investments with a value of $3,871,187. The net realized gain of $2,307,282 on investments delivered through the in-kind redemption is included in the accompanying Statement of Operations. The amount of in-kind redemptions is included in share transactions in the accompanying Statement of Changes in Net Assets as well as Note 10: Share Transactions. The Fund recognized no gain or loss for federal income tax purposes.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Contrafund as compared to its benchmark index, the S&P 500 Index, over the same 36 month performance period. For the reporting period, the total annual management fee rate, including the performance adjustment, was .56% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Contrafund. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Class-Level Average
Net Assets

Contrafund

$ 112,362

.15

Class K

15,730

.05

 

$ 128,092

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $559 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates 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 Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $158 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except percentages)

7. Security Lending - continued

securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $28,817. 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. Total security lending income during the period amounted to $7,882, including $325 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $1,310 for the period.

In addition, 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. During the period, these credits reduced the Fund's custody expenses by $1.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $446 and a portion of class-level operating expenses as follows:

 

Amount

Contrafund

$ 1,662

Annual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2015

2014

From net investment income

 

 

Contrafund

$ 234,900

$ 183,648

Class K

124,593

115,761

Total

$ 359,493

$ 299,409

From net realized gain

 

 

Contrafund

$ 3,753,385

$ 5,087,176

Class K

1,558,498

2,287,952

Total

$ 5,311,883

$ 7,375,128

10. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 

Shares

Dollars

Years ended December 31,

2015

2014

2015

2014

Contrafund

 

 

 

 

Shares sold

88,333

78,564

$ 8,950,532

$ 7,686,692

Reinvestment of distributions

38,937

52,747

3,803,760

5,058,394

Shares redeemed

(107,615) A

(144,975) B

(10,887,026) A

(14,246,976) B

Net increase (decrease)

19,655

(13,664)

$ 1,867,266

$ (1,501,890)

Class K

 

 

 

 

Shares sold

62,375

75,358

$ 6,324,048

$ 7,395,464

Reinvestment of distributions

17,242

25,089

1,683,091

2,403,713

Shares redeemed

(112,522) A

(122,804) B

(11,353,192) A

(11,976,336) B

Net increase (decrease)

(32,905)

(22,357)

$ (3,346,053)

$ (2,177,159)

A Amount includes in-kind Redemptions (see Note:4 Redemptions In-Kind).

B Amount includes in-kind redemptions.

11. Other.

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

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Contrafund and the Shareholders of Fidelity Contrafund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Contrafund (a fund of Fidelity Contrafund) at December 31, 2015, 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. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Contrafund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2015 by correspondence with the custodian, agent banks and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 16, 2016

Annual Report


Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 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 1-800-835-5092.

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.

Annual Report

Trustees and Officers - continued

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

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have 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. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. 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."

Annual Report

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+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014) and a Director of FMR and FMR Co., Inc. (investment adviser firms, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment:2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* 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.

Annual Report

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+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as Chairman (2014-present) and a member (2010-present) of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes) and a Director of Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). He is a Trustee of the California Chapter of The Nature Conservancy (2015-present) and a Director of the Center for Advanced Study in the Behavioral Sciences at Stanford University (2015-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation (retail) and Chief Executive Officer and Chairman of the Board of Sears, Roebuck and Co. (retail, 2000-2005). Previously, Mr. Lacy served as Chairman (2008-2011) and a member (2006-2015) of the Board of Trustees of the National Parks Conservation Association and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present) and a non-executive Chairman of Health Equity, Inc. (health savings custodian, 2015-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2001

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ 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.

Annual Report

Advisory Board Members and Officers:

Correspondence intended for an officer or Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

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

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. Mr. Bryant serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2015-present) and FMR Co., Inc. (investment adviser firm, 2015-present); Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2015-present) and Fidelity Investments Money Management, Inc. (investment adviser firm, 2015-present); and CLO of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2015-present). He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and CLO of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as 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).

John F. Papandrea (1972)

Year of Election or Appointment: 2016

Anti-Money Laundering (AML) Officer

 

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She 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 (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), FIAM LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Chief Compliance Officer of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2012-2016); Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The Board of Trustees of Contrafund voted to pay shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities and dividends derived form net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class K

2/8/2016

2/5/2016

$0.014

$0.623

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2015, $5,436,240,979, or, if subsequently determined to be different, the net capital gain of such year.

Class K designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends received deduction for corporate shareholders.

Class K designates 100% of the dividends distributed 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 will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Contrafund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Fidelity Contrafund

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The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, a securities index, thus leading to a performance adjustment for the same period. The Board noted that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the shareholders of the fund.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment, relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Contrafund

cnk422577

Annual Report

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014. The Board also noted the effect of the fund's performance adjustment, if any, on the fund's management fee ranking.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board noted the impact of the fund's performance adjustment. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below its competitive median for 2014.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

FMR Investment Management
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc. Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
245 Summer St., Boston, MA 02210
www.fidelity.com

CON-K-UANN-0216
1.863186.107
Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments December 31, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

Fidelity®

Series Opportunistic Insights Fund

Fidelity Series Opportunistic Insights
Fund

Class F

Annual Report

December 31, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the Financial Statements.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

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 1-800-544-8544 for Fidelity® Series Opportunistic Insights Fund or 1-800-835-5092 for Class F of the fund to request a free copy of the proxy voting guidelines.

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. © 2016 FMR LLC. All rights reserved.

Annual Report

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-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q 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.advisor.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.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 $10,000 table and the fund's 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 reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2015

Past 1
year

Life of
fund
A

  Fidelity® Series Opportunistic Insights Fund

7.10%

18.29%

  Class F

7.20%

18.49%

A From December 6, 2012.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Series Opportunistic Insights Fund, a class of the fund, on December 6, 2012, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Russell 3000® Index performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks gained modestly in 2015, rebounding from a steep decline in August and September over worries about China's slowing economic growth. The S&P 500® index rose 1.38% for the period, its lowest calendar-year return since 2008. After the late-summer rout, stocks sharply reversed course in October, lifted by the Federal Reserve's decision to put off raising near-term interest rates until mid-December. Investors also were encouraged by an interest-rate cut in China and economic stimulus in Europe. Overall, growth stocks fared much better than their value counterparts, as investors sought growth in a subpar economic environment. This helped lift the technology-heavy Nasdaq Composite Index® 6.96% for the year. Sector performance in the broader market was split, with five of 10 sectors in the S&P 500® gaining ground and five retreating. Consumer discretionary (+10%) led the way, benefiting from rising personal income and low inflation. Health care (+7%), consumer staples (+7%) and information technology (+6%) also outpaced the broad market amid strong fundamentals. Conversely, the energy sector (-21%) was by far the worst performer, stung by deflated commodity prices that also hit materials (-8%). The defensive, but rate-sensitive utilities sector (-5%) lost ground on the cusp of Fed tightening, while industrials (-3%) were dragged down with energy prices and a slower-growing China.

Comments from Portfolio Manager William Danoff: For the year, the fund's share classes handily outpaced the 0.48% result of the benchmark Russell 3000® Index. The fund performed better than the benchmark because it owned a larger proportion of companies that increased earnings nicely - especially within information technology - despite the economic headwinds overseas and the strong U.S. dollar. Our top relative contributor by far was Facebook, which continued to increase revenue at a very fast clip as users continued to spend more time on its apps and engage with the advertising on them. We also were helped by Amazon.com, one of the best-performing stocks in the entire market, as investors came to appreciate its cloud-computing business, Amazon Web Services. Internet search firm Alphabet (formerly Google) also helped, with shares performing well the past year and the company demonstrating it could maintain robust revenue as more people access the Internet on their smartphones. All three contributors mentioned were among our largest holdings. Conversely, underweighting Microsoft hurt our relative result. Another notable detractor was our stake in Chipotle Mexican Grill. Shares were hampered by an unfortunate late-year outbreak of E. coli infections in some of its restaurants.

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.

Annual Report


Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2015 to December 31, 2015).

Actual Expenses

The first line of the accompanying table for each class of the Fund 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 of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Annual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
July 1, 2015

Ending
Account Value
December 31, 2015

Expenses Paid
During Period
C
July 1, 2015
to December 31, 2015

Series Opportunistic Insights

.92%

 

 

 

Actual

 

$ 1,000.00

$ 1,014.00

$ 4.67

HypotheticalA

 

$ 1,000.00

$ 1,020.57

$ 4.69

Class F

.76%

 

 

 

Actual

 

$ 1,000.00

$ 1,015.10

$ 3.86

HypotheticalA

 

$ 1,000.00

$ 1,021.37

$ 3.87

A 5% return per year before expenses

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

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Facebook, Inc. Class A

9.0

7.3

Amazon.com, Inc.

3.5

1.7

Berkshire Hathaway, Inc. Class A

2.9

2.9

Gilead Sciences, Inc.

2.9

4.0

Alphabet, Inc. Class A

2.7

1.4

Starbucks Corp.

2.7

2.2

Apple, Inc.

2.7

3.0

MasterCard, Inc. Class A

2.5

2.2

Alphabet, Inc. Class C

2.4

1.4

Salesforce.com, Inc.

2.3

1.7

 

33.6

Top Five Market Sectors as of December 31, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

36.0

30.3

Consumer Discretionary

22.6

20.2

Health Care

13.9

18.9

Financials

10.7

11.1

Consumer Staples

7.4

6.8

Asset Allocation (% of fund's net assets)

As of December 31, 2015*

As of June 30, 2015**

aot959389

Stocks 96.7%

 

aot959391

Stocks 96.6%

 

aot959393

Convertible
Securities 2.5%

 

aot959395

Convertible
Securities 1.9%

 

aot959397

Other Investments 0.0%

 

aot959399

Other Investments 0.1%

 

aot959401

Short-Term
Investments and
Net Other Assets (Liabilities) 0.8%

 

aot959403

Short-Term
Investments and
Net Other Assets (Liabilities) 1.4%

 

* Foreign investments

8.5%

 

** Foreign investments

8.9%

 

aot959405

Percentages shown as 0.0% may reflect amounts less than 0.05%

Annual Report


Investments December 31, 2015

Showing Percentage of Net Assets

Common Stocks - 96.7%

Shares

Value

CONSUMER DISCRETIONARY - 22.4%

Automobiles - 1.4%

Fuji Heavy Industries Ltd.

31,500

$ 1,297,683

General Motors Co.

189,900

6,458,499

Mahindra & Mahindra Ltd. (a)

258,425

4,957,010

Maruti Suzuki India Ltd. (a)

103,592

7,208,801

Tesla Motors, Inc. (a)(d)

257,716

61,854,417

 

81,776,410

Diversified Consumer Services - 0.2%

Bright Horizons Family Solutions, Inc. (a)

65,007

4,342,468

ServiceMaster Global Holdings, Inc. (a)

15,700

616,068

Weight Watchers International, Inc. (a)

238,500

5,437,800

 

10,396,336

Hotels, Restaurants & Leisure - 4.7%

ARAMARK Holdings Corp.

190,500

6,143,625

Boyd Gaming Corp. (a)

19,909

395,592

Chipotle Mexican Grill, Inc. (a)

105,614

50,678,878

Domino's Pizza, Inc.

88,978

9,898,803

Hilton Worldwide Holdings, Inc.

133,100

2,848,340

Marriott International, Inc. Class A (d)

453,900

30,429,456

Planet Fitness, Inc. (a)(d)

31,825

497,425

Royal Caribbean Cruises Ltd.

5,800

587,018

Starbucks Corp.

2,584,200

155,129,526

Vail Resorts, Inc.

8,240

1,054,638

Whitbread PLC

254,994

16,543,894

 

274,207,195

Household Durables - 0.3%

D.R. Horton, Inc.

116,900

3,744,307

Lennar Corp. Class A

119,600

5,849,636

Mohawk Industries, Inc. (a)

33,500

6,344,565

 

15,938,508

Internet & Catalog Retail - 6.4%

Amazon.com, Inc. (a)

304,517

205,819,995

Expedia, Inc.

9,100

1,131,130

Netflix, Inc. (a)

527,473

60,332,362

Priceline Group, Inc. (a)

52,150

66,488,643

TripAdvisor, Inc. (a)

361,805

30,843,876

Wayfair LLC Class A (a)(d)

130,004

6,190,790

 

370,806,796

Leisure Products - 0.0%

Hasbro, Inc.

36,400

2,451,904

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Media - 3.2%

Altice NV Class A (a)

86,570

$ 1,246,559

Charter Communications, Inc. Class A (a)(d)

53,500

9,795,850

Interpublic Group of Companies, Inc.

27,700

644,856

Legend Pictures LLC (a)(f)(g)

5,465

10,011,334

Liberty Broadband Corp.:

Class A (a)

81,399

4,204,258

Class C (a)

164,374

8,524,436

Liberty Global PLC:

Class A (a)

584,552

24,761,623

Class C (a)

481,352

19,624,721

LiLAC Class A (a)

35,957

1,487,541

LiLAC Class C (a)

26,262

1,129,266

Liberty Media Corp.:

Class A (a)

30,600

1,201,050

Class C (a)

690,196

26,282,664

Lions Gate Entertainment Corp.

169,645

5,494,802

Naspers Ltd. Class N

37,400

5,111,994

RELX PLC

33,700

594,676

Rightmove PLC

45,711

2,779,720

Sirius XM Holdings, Inc. (a)

582,601

2,371,186

Starz Series A (a)

46,500

1,557,750

The Walt Disney Co.

568,500

59,737,980

 

186,562,266

Multiline Retail - 0.4%

Dollar Tree, Inc. (a)

93,400

7,212,348

Dollarama, Inc.

67,800

3,916,985

Next PLC

100,641

10,815,806

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

300

5,103

 

21,950,242

Specialty Retail - 2.7%

AutoNation, Inc. (a)

29,300

1,748,038

AutoZone, Inc. (a)

29,502

21,887,829

Foot Locker, Inc.

46,600

3,033,194

Home Depot, Inc.

255,200

33,750,200

L Brands, Inc.

30,800

2,951,256

O'Reilly Automotive, Inc. (a)

124,081

31,444,607

Signet Jewelers Ltd.

25,166

3,112,783

TJX Companies, Inc.

715,427

50,730,929

Ulta Salon, Cosmetics & Fragrance, Inc. (a)

45,000

8,325,000

 

156,983,836

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - 3.1%

Coach, Inc.

19,500

$ 638,235

NIKE, Inc. Class B

1,978,250

123,640,625

Under Armour, Inc. Class A (sub. vtg.) (a)

745,500

60,094,755

 

184,373,615

TOTAL CONSUMER DISCRETIONARY

1,305,447,108

CONSUMER STAPLES - 7.3%

Beverages - 1.1%

Boston Beer Co., Inc. Class A (a)(d)

124,232

25,083,683

Coca-Cola Bottling Co. Consolidated

88,000

16,060,880

Constellation Brands, Inc. Class A (sub. vtg.)

42,100

5,996,724

Kweichow Moutai Co. Ltd.

18,100

606,219

Monster Beverage Corp.

57,800

8,609,888

The Coca-Cola Co.

170,200

7,311,792

 

63,669,186

Food & Staples Retailing - 1.4%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

85,800

3,776,887

Costco Wholesale Corp.

296,500

47,884,750

CVS Health Corp.

288,000

28,157,760

Kroger Co.

71,100

2,974,113

 

82,793,510

Food Products - 1.5%

Amplify Snack Brands, Inc.

69,600

801,792

Associated British Foods PLC

982,668

48,413,855

Blue Buffalo Pet Products, Inc. (a)(d)

27,000

505,170

General Mills, Inc.

400

23,064

Mondelez International, Inc.

583,065

26,144,635

Pinnacle Foods, Inc.

151,500

6,432,690

Post Holdings, Inc. (a)

17,300

1,067,410

Premium Brands Holdings Corp.

174,000

4,802,385

The Kraft Heinz Co.

7,400

538,424

 

88,729,425

Household Products - 1.6%

Colgate-Palmolive Co.

1,307,315

87,093,325

Procter & Gamble Co.

32,700

2,596,707

Spectrum Brands Holdings, Inc.

3,737

380,427

 

90,070,459

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Personal Products - 1.7%

Estee Lauder Companies, Inc. Class A

1,112,436

$ 97,961,114

L'Oreal SA

11,478

1,937,168

 

99,898,282

TOTAL CONSUMER STAPLES

425,160,862

ENERGY - 1.4%

Energy Equipment & Services - 0.2%

Schlumberger Ltd.

199,250

13,897,688

Oil, Gas & Consumable Fuels - 1.2%

Birchcliff Energy Ltd. (a)

143,700

419,562

Canadian Natural Resources Ltd.

148,300

3,238,871

Cimarex Energy Co.

3,600

321,768

Concho Resources, Inc. (a)

2,300

213,578

Diamondback Energy, Inc.

31,400

2,100,660

EOG Resources, Inc.

473,324

33,506,606

Marathon Petroleum Corp.

86,300

4,473,792

Phillips 66 Co.

65,400

5,349,720

TAG Oil Ltd. (a)

1,137,300

435,621

Tesoro Corp.

55,500

5,848,035

Valero Energy Corp.

171,100

12,098,481

 

68,006,694

TOTAL ENERGY

81,904,382

FINANCIALS - 10.3%

Banks - 4.8%

Banco Santander Chile sponsored ADR

175,900

3,102,876

Bank of America Corp.

1,126,700

18,962,361

Citigroup, Inc.

1,166,727

60,378,122

HDFC Bank Ltd. sponsored ADR

390,147

24,033,055

JPMorgan Chase & Co.

565,588

37,345,776

Kotak Mahindra Bank Ltd.

332,533

3,629,312

Virgin Money Holdings Uk PLC

184,515

1,035,550

Wells Fargo & Co.

2,363,896

128,501,387

 

276,988,439

Capital Markets - 0.7%

BlackRock, Inc. Class A

69,053

23,513,928

Charles Schwab Corp.

29,600

974,728

Diamond Hill Investment Group, Inc.

400

75,600

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Capital Markets - continued

Goldman Sachs Group, Inc.

13,500

$ 2,433,105

Morgan Stanley

122,585

3,899,429

Oaktree Capital Group LLC Class A

188,190

8,980,427

 

39,877,217

Consumer Finance - 0.2%

Credit Acceptance Corp. (a)(d)

5,741

1,228,689

LendingClub Corp. (d)

290,157

3,206,235

Synchrony Financial (a)

269,798

8,204,557

 

12,639,481

Diversified Financial Services - 3.4%

Berkshire Hathaway, Inc. Class A (a)

861

170,305,800

IntercontinentalExchange, Inc.

21,300

5,458,338

McGraw Hill Financial, Inc.

208,116

20,516,075

MSCI, Inc. Class A

8,400

605,892

 

196,886,105

Insurance - 0.8%

ACE Ltd.

109,700

12,818,445

AIA Group Ltd.

1,354,200

8,091,458

Direct Line Insurance Group PLC

618,841

3,717,604

Fairfax Financial Holdings Ltd. (sub. vtg.)

11,500

5,459,612

James River Group Holdings Ltd.

30,500

1,022,970

Marsh & McLennan Companies, Inc.

55,978

3,103,980

The Chubb Corp.

90,556

12,011,348

 

46,225,417

Real Estate Investment Trusts - 0.4%

American Tower Corp.

77,500

7,513,625

Equity Residential (SBI)

116,400

9,497,076

Merlin Properties Socimi SA

352,100

4,417,633

Public Storage

12,000

2,972,400

 

24,400,734

Real Estate Management & Development - 0.0%

Brookfield Asset Management, Inc. Class A

18,100

570,980

WeWork Companies, Inc. Class A (g)

36,005

1,807,012

 

2,377,992

TOTAL FINANCIALS

599,395,385

Common Stocks - continued

Shares

Value

HEALTH CARE - 13.9%

Biotechnology - 5.7%

Aduro Biotech, Inc.

26,300

$ 740,082

Agios Pharmaceuticals, Inc. (a)

69,097

4,485,777

Alexion Pharmaceuticals, Inc. (a)

16,100

3,071,075

Alnylam Pharmaceuticals, Inc. (a)

10,300

969,642

Amgen, Inc.

38,887

6,312,527

Anacor Pharmaceuticals, Inc. (a)

15,900

1,796,223

Baxalta, Inc.

15,800

616,674

Biogen, Inc. (a)

178,702

54,745,358

Biotie Therapies Corp. sponsored ADR

87,800

1,242,370

bluebird bio, Inc. (a)

18,500

1,188,070

Blueprint Medicines Corp.

11,200

295,008

Celgene Corp. (a)

238,200

28,526,832

Cellectis SA sponsored ADR

16,800

521,304

Chiasma, Inc. (a)

12,000

234,840

Cidara Therapeutics, Inc. (d)

19,000

326,040

Enanta Pharmaceuticals, Inc. (a)

74,626

2,464,151

Genmab A/S (a)

10,100

1,342,937

Gilead Sciences, Inc.

1,665,095

168,490,963

Incyte Corp. (a)

36,500

3,958,425

Intrexon Corp. (a)(d)

171,250

5,163,188

Mirati Therapeutics, Inc. (a)

9,600

303,360

Myriad Genetics, Inc. (a)(d)

65,068

2,808,335

NantKwest, Inc. (a)(d)

28,900

500,837

Neurocrine Biosciences, Inc. (a)

139,242

7,876,920

OvaScience, Inc. (a)(d)

1,097,674

10,724,275

ProNai Therapeutics, Inc. (a)

15,000

225,600

Regeneron Pharmaceuticals, Inc. (a)

36,900

20,031,903

Sage Therapeutics, Inc. (a)

7,500

437,250

TESARO, Inc. (a)

6,600

345,312

Ultragenyx Pharmaceutical, Inc. (a)

6,900

774,042

uniQure B.V. (a)

54,800

906,392

Vertex Pharmaceuticals, Inc. (a)

6,300

792,729

 

332,218,441

Health Care Equipment & Supplies - 1.9%

Becton, Dickinson & Co.

79,053

12,181,277

Boston Scientific Corp. (a)

1,445,800

26,660,552

C.R. Bard, Inc.

38,778

7,346,104

DENTSPLY International, Inc.

106,257

6,465,738

DexCom, Inc. (a)

159,424

13,056,826

Edwards Lifesciences Corp. (a)

92,030

7,268,529

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

ICU Medical, Inc. (a)

24,906

$ 2,808,899

Intuitive Surgical, Inc. (a)

2,200

1,201,552

Medtronic PLC

397,281

30,558,855

Penumbra, Inc. (a)

14,300

769,483

Sirona Dental Systems, Inc. (a)

5,600

613,592

 

108,931,407

Health Care Providers & Services - 2.8%

Aetna, Inc.

66,000

7,135,920

AmerisourceBergen Corp.

71,275

7,391,930

Cigna Corp.

85,001

12,438,196

Henry Schein, Inc. (a)

423,497

66,992,990

Ramsay Health Care Ltd.

13,468

662,251

Teladoc, Inc. (d)

51,467

924,347

UnitedHealth Group, Inc.

596,966

70,227,080

VCA, Inc. (a)

11,100

610,500

 

166,383,214

Health Care Technology - 0.4%

Cerner Corp. (a)

347,077

20,883,623

Medidata Solutions, Inc. (a)

14,300

704,847

 

21,588,470

Life Sciences Tools & Services - 1.1%

Eurofins Scientific SA

2,100

734,518

Illumina, Inc. (a)

33,769

6,481,791

Mettler-Toledo International, Inc. (a)

62,938

21,344,164

Thermo Fisher Scientific, Inc.

157,119

22,287,330

Waters Corp. (a)

80,303

10,807,178

 

61,654,981

Pharmaceuticals - 2.0%

Astellas Pharma, Inc.

440,600

6,272,278

Bristol-Myers Squibb Co.

632,532

43,511,876

Eli Lilly & Co.

213,800

18,014,788

Intra-Cellular Therapies, Inc. (a)

22,500

1,210,275

Jiangsu Hengrui Medicine Co. Ltd.

75,668

570,572

Novo Nordisk A/S Series B

38,500

2,229,081

Pozen, Inc. (a)(d)

240,097

1,639,863

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - continued

Sino Biopharmaceutical Ltd.

390,000

$ 352,606

Teva Pharmaceutical Industries Ltd. sponsored ADR

652,860

42,853,730

 

116,655,069

TOTAL HEALTH CARE

807,431,582

INDUSTRIALS - 4.7%

Aerospace & Defense - 0.6%

General Dynamics Corp.

29,717

4,081,927

Space Exploration Technologies Corp. Class A (a)(g)

10,959

975,351

The Boeing Co.

147,200

21,283,648

TransDigm Group, Inc. (a)

27,631

6,312,302

 

32,653,228

Air Freight & Logistics - 0.3%

C.H. Robinson Worldwide, Inc.

22,145

1,373,433

FedEx Corp.

110,300

16,433,597

 

17,807,030

Airlines - 1.0%

Alaska Air Group, Inc.

29,700

2,391,147

InterGlobe Aviation Ltd. (a)

3,357

62,240

Ryanair Holdings PLC sponsored ADR

265,397

22,946,225

Southwest Airlines Co.

778,500

33,522,210

 

58,921,822

Building Products - 0.2%

ASSA ABLOY AB (B Shares)

169,200

3,541,814

Fortune Brands Home & Security, Inc.

104,410

5,794,755

Toto Ltd.

116,000

4,075,316

 

13,411,885

Construction & Engineering - 0.0%

Jacobs Engineering Group, Inc. (a)

28,537

1,197,127

Electrical Equipment - 0.2%

Acuity Brands, Inc.

50,389

11,780,948

Nidec Corp.

16,300

1,182,011

 

12,962,959

Industrial Conglomerates - 1.5%

3M Co.

136,277

20,528,767

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - continued

Danaher Corp.

518,820

$ 48,188,002

General Electric Co.

564,784

17,593,022

 

86,309,791

Machinery - 0.1%

Deere & Co.

13,100

999,137

Fanuc Corp.

1,400

241,206

Illinois Tool Works, Inc.

14,332

1,328,290

PACCAR, Inc.

13,100

620,940

Rational AG

1,900

862,432

 

4,052,005

Professional Services - 0.4%

Equifax, Inc.

127,554

14,205,689

Robert Half International, Inc.

67,312

3,173,088

Verisk Analytics, Inc. (a)

43,100

3,313,528

 

20,692,305

Road & Rail - 0.2%

Canadian Pacific Railway Ltd.

80,300

10,256,139

Trading Companies & Distributors - 0.2%

Air Lease Corp. Class A

270,719

9,063,672

HD Supply Holdings, Inc. (a)

185,100

5,558,553

 

14,622,225

TOTAL INDUSTRIALS

272,886,516

INFORMATION TECHNOLOGY - 34.2%

Communications Equipment - 0.2%

Juniper Networks, Inc.

135,800

3,748,080

Motorola Solutions, Inc.

68,300

4,675,135

Palo Alto Networks, Inc. (a)

3,300

581,262

Qualcomm Technologies, Inc.

34,051

1,702,039

 

10,706,516

Electronic Equipment & Components - 1.6%

Amphenol Corp. Class A

1,397,732

73,003,542

CDW Corp.

109,800

4,615,992

Fitbit, Inc.

62,200

1,840,498

IPG Photonics Corp. (a)

123,526

11,013,578

Keyence Corp.

3,400

1,868,658

 

92,342,268

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Internet Software & Services - 15.0%

Alibaba Group Holding Ltd. sponsored ADR (a)

108,100

$ 8,785,287

Alphabet, Inc.:

Class A (a)

200,561

156,038,464

Class C

181,843

137,997,016

eBay, Inc. (a)

403,900

11,099,172

Facebook, Inc. Class A (a)

4,985,294

521,760,861

JUST EAT Ltd. (a)

71,825

522,751

LinkedIn Corp. Class A (a)

37,918

8,534,583

LogMeIn, Inc. (a)

47,600

3,193,960

NetEase, Inc. sponsored ADR

3,400

616,216

Stamps.com, Inc. (a)

35,313

3,870,658

SurveyMonkey (g)

458,038

7,030,883

Tencent Holdings Ltd.

219,900

4,305,639

Twitter, Inc. (a)

23,573

545,479

VeriSign, Inc. (a)

7,700

672,672

Yahoo!, Inc. (a)

166,495

5,537,624

 

870,511,265

IT Services - 6.2%

Alliance Data Systems Corp. (a)

4,104

1,135,043

ASAC II LP (a)(g)

1,788,160

47,567,207

Cognizant Technology Solutions Corp. Class A (a)

300,998

18,065,900

Fiserv, Inc. (a)

69,500

6,356,470

FleetCor Technologies, Inc. (a)

64,322

9,193,543

Gartner, Inc. Class A (a)

35,783

3,245,518

Global Payments, Inc.

94,800

6,115,548

Infosys Ltd. sponsored ADR

22,200

371,850

MasterCard, Inc. Class A

1,476,410

143,743,278

PayPal Holdings, Inc. (a)

673,700

24,387,940

Total System Services, Inc.

73,800

3,675,240

Vantiv, Inc. (a)

12,400

588,008

Visa, Inc. Class A

1,252,560

97,136,028

 

361,581,573

Semiconductors & Semiconductor Equipment - 1.7%

Analog Devices, Inc.

151,400

8,375,448

ARM Holdings PLC

258,000

3,932,443

Avago Technologies Ltd.

434,500

63,067,675

Inphi Corp. (a)

70,666

1,909,395

Maxim Integrated Products, Inc.

14,500

551,000

NXP Semiconductors NV (a)

131,240

11,056,970

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Skyworks Solutions, Inc.

80,700

$ 6,200,181

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

277,600

6,315,400

 

101,408,512

Software - 6.8%

Activision Blizzard, Inc.

43,400

1,680,014

Adobe Systems, Inc. (a)

485,627

45,619,800

Atlassian Corp. PLC

16,600

499,328

Check Point Software Technologies Ltd. (a)

49,400

4,020,172

Electronic Arts, Inc. (a)

405,000

27,831,600

Fleetmatics Group PLC (a)

38,234

1,941,905

HubSpot, Inc. (a)

5,800

326,598

Intuit, Inc.

98,900

9,543,850

Manhattan Associates, Inc. (a)

8,500

562,445

Microsoft Corp.

629,600

34,930,208

Mobileye NV (a)(d)

183,188

7,745,189

Qlik Technologies, Inc. (a)

27,132

858,999

RealPage, Inc. (a)

26,100

585,945

Red Hat, Inc. (a)

87,079

7,211,012

Salesforce.com, Inc. (a)

1,728,445

135,510,088

ServiceNow, Inc. (a)

442,960

38,342,618

Tyler Technologies, Inc. (a)

12,000

2,091,840

Ultimate Software Group, Inc. (a)

284,549

55,632,175

Workday, Inc. Class A (a)

240,160

19,135,949

 

394,069,735

Technology Hardware, Storage & Peripherals - 2.7%

Apple, Inc.

1,469,163

154,644,097

Pure Storage, Inc.:

Class A (a)(d)

66,600

1,036,962

Class B

92,626

1,297,968

Xaar PLC

175,812

1,088,565

 

158,067,592

TOTAL INFORMATION TECHNOLOGY

1,988,687,461

MATERIALS - 2.4%

Chemicals - 1.9%

Agrium, Inc.

1,300

116,189

Ecolab, Inc.

144,048

16,476,210

LyondellBasell Industries NV Class A

24,500

2,129,050

Common Stocks - continued

Shares

Value

MATERIALS - continued

Chemicals - continued

Olin Corp.

22,400

$ 386,624

PPG Industries, Inc.

568,164

56,145,966

Sherwin-Williams Co.

136,600

35,461,360

The Dow Chemical Co.

13,200

679,536

 

111,394,935

Construction Materials - 0.2%

Martin Marietta Materials, Inc.

60,177

8,218,975

Containers & Packaging - 0.2%

Ball Corp.

39,900

2,901,927

Sealed Air Corp.

99,740

4,448,404

WestRock Co.

136,985

6,249,256

 

13,599,587

Metals & Mining - 0.1%

B2Gold Corp. (a)

1,135,802

1,149,182

Barrick Gold Corp.

49,500

366,322

Franco-Nevada Corp.

21,000

960,685

Ivanhoe Mines Ltd. (a)

491,600

216,720

Newcrest Mining Ltd. (a)

323,764

3,063,527

Novagold Resources, Inc. (a)

311,600

1,308,373

Primero Mining Corp. (a)

439,300

990,544

 

8,055,353

TOTAL MATERIALS

141,268,850

TELECOMMUNICATION SERVICES - 0.1%

Wireless Telecommunication Services - 0.1%

T-Mobile U.S., Inc. (a)

82,700

3,235,224

TOTAL COMMON STOCKS

(Cost $3,778,979,508)


5,625,417,370

Convertible Preferred Stocks - 2.5%

 

 

 

 

CONSUMER DISCRETIONARY - 0.2%

Diversified Consumer Services - 0.1%

Airbnb, Inc.:

Series D (a)(g)

30,930

2,879,410

Series E (g)

13,964

1,299,970

 

4,179,380

Convertible Preferred Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Household Durables - 0.1%

Blu Homes, Inc. Series A, 5.00% (a)(g)

1,349,024

$ 5,450,057

TOTAL CONSUMER DISCRETIONARY

9,629,437

CONSUMER STAPLES - 0.1%

Food & Staples Retailing - 0.1%

Blue Apron, Inc. Series D (g)

240,116

3,450,467

FINANCIALS - 0.4%

Consumer Finance - 0.1%

Oportun Finance Corp. Series H (g)

2,372,991

7,237,623

Real Estate Management & Development - 0.3%

WeWork Companies, Inc. Series E (g)

324,048

16,263,256

TOTAL FINANCIALS

23,500,879

HEALTH CARE - 0.0%

Biotechnology - 0.0%

23andMe, Inc. Series E (g)

41,008

444,005

INDUSTRIALS - 0.0%

Aerospace & Defense - 0.0%

Space Exploration Technologies Corp. Series G (g)

32,066

2,853,874

INFORMATION TECHNOLOGY - 1.8%

Internet Software & Services - 1.0%

Dropbox, Inc. Series C (a)(g)

394,740

5,301,358

Pinterest, Inc.:

Series E, 8.00% (a)(g)

2,594,015

19,605,565

Series F, 8.00% (a)(g)

2,122,845

16,044,463

Series G, 8.00% (g)

369,335

2,791,434

Uber Technologies, Inc. Series D, 8.00% (a)(g)

264,940

12,921,714

 

56,664,534

IT Services - 0.0%

Nutanix, Inc. Series E (a)(g)

171,960

2,567,363

Software - 0.8%

Cloudera, Inc. Series F (a)(g)

70,040

2,299,413

Cloudflare, Inc. Series D (a)(g)

246,150

1,733,954

Delphix Corp. Series D (g)

204,875

1,159,593

Magic Leap, Inc. (g)

15,286

352,082

Convertible Preferred Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Software - continued

Magic Leap, Inc. Series B, 8.00% (a)(g)

1,675,597

$ 38,594,026

Twilio, Inc. Series E (g)

162,109

2,387,866

 

46,526,934

TOTAL INFORMATION TECHNOLOGY

105,758,831

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

Altiostar Networks, Inc. Series D (g)

146,461

827,505

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $91,441,916)


146,464,998

Bank Loan Obligations - 0.0%

 

Principal Amount

 

INDUSTRIALS - 0.0%

Building Products - 0.0%

Jeld-Wen, Inc. Tranche B, term loan 4.75% 7/1/22 (e)

$ 1,391,513

1,365,422

TOTAL BANK LOAN OBLIGATIONS

(Cost $1,384,555)


1,365,422

Money Market Funds - 3.1%

Shares

 

Fidelity Cash Central Fund, 0.33% (b)

63,319,552

63,319,552

Fidelity Securities Lending Cash Central Fund, 0.35% (b)(c)

118,115,243

118,115,243

TOTAL MONEY MARKET FUNDS

(Cost $181,434,795)


181,434,795

TOTAL INVESTMENT PORTFOLIO - 102.3%

(Cost $4,053,240,774)

5,954,682,585

NET OTHER ASSETS (LIABILITIES) - (2.3)%

(133,993,886)

NET ASSETS - 100%

$ 5,820,688,699

Legend

(a) Non-income producing

(b) 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.

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

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

(e) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

(f) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $213,856,785 or 3.7% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

23andMe, Inc. Series E

6/18/15

$ 444,005

Airbnb, Inc. Series D

4/16/14

$ 1,259,254

Airbnb, Inc. Series E

6/29/15

$ 1,299,970

Altiostar Networks, Inc. Series D

1/7/15

$ 1,800,006

ASAC II LP

10/10/13

$ 17,881,600

Blu Homes, Inc. Series A, 5.00%

6/10/13 - 12/30/14

$ 6,232,491

Blue Apron, Inc. Series D

5/18/15

$ 3,200,002

Cloudera, Inc. Series F

2/5/14

$ 1,019,782

Cloudflare, Inc. Series D

11/5/14 - 6/24/15

$ 1,533,709

Delphix Corp. Series D

7/10/15

$ 1,843,875

Dropbox, Inc. Series C

1/30/14

$ 7,540,008

Legend Pictures LLC

10/15/14 - 6/10/15

$ 11,580,173

Magic Leap, Inc.

12/23/15

$ 352,082

Magic Leap, Inc. Series B, 8.00%

10/17/14

$ 19,369,901

Nutanix, Inc. Series E

8/26/14

$ 2,303,662

Security

Acquisition Date

Acquisition Cost

Oportun Finance Corp. Series H

2/6/15

$ 6,756,617

Pinterest, Inc. Series E, 8.00%

10/23/13

$ 7,538,571

Pinterest, Inc. Series F, 8.00%

5/15/14

$ 7,211,381

Pinterest, Inc. Series G, 8.00%

2/27/15

$ 2,651,490

Space Exploration Technologies Corp. Class A

10/16/15

$ 975,351

Security

Acquisition Date

Acquisition Cost

Space Exploration Technologies Corp. Series G

1/20/15

$ 2,483,832

SurveyMonkey

12/15/14

$ 7,534,725

Twilio, Inc.
Series E

4/24/15

$ 1,833,453

Uber Technologies, Inc. Series D, 8.00%

6/6/14

$ 4,110,027

WeWork Companies, Inc. Class A

6/23/15

$ 1,184,189

WeWork Companies, Inc. Series E

6/23/15

$ 10,657,799

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 193,434

Fidelity Securities Lending Cash Central Fund

943,126

Total

$ 1,136,560

Other Information

The following is a summary of the inputs used, as of December 31, 2015, 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 in the tables 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:

Consumer Discretionary

$ 1,315,076,545

$ 1,276,860,286

$ 18,575,488

$ 19,640,771

Consumer Staples

428,611,329

424,554,643

606,219

3,450,467

Energy

81,904,382

81,904,382

-

-

Financials

622,896,264

585,867,603

11,720,770

25,307,891

Health Care

807,875,587

796,001,857

11,429,725

444,005

Industrials

275,740,390

261,946,146

9,965,019

3,829,225

Information Technology

2,094,446,292

1,922,684,663

11,404,708

160,356,921

Materials

141,268,850

138,205,323

3,063,527

-

Telecommunication Services

4,062,729

3,235,224

-

827,505

Bank Loan Obligations

1,365,422

-

1,365,422

-

Money Market Funds

181,434,795

181,434,795

-

-

Total Investments in Securities:

$ 5,954,682,585

$ 5,672,694,922

$ 68,130,878

$ 213,856,785

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Equities - Information Technology

Beginning Balance

$ 91,040,864

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

63,078,495

Cost of Purchases

6,879,599

Proceeds of Sales

(642,037)

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 160,356,921

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 63,942,556

Other Investments in Securities

Beginning Balance

$ 16,990,393

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

5,526,056

Cost of Purchases

30,983,415

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 53,499,864

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2015

$ 5,526,056

The information used in the above reconciliations represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliations are included in Net Gain (Loss) on the Fund's Statement of Operations.

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

 

 December 31, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $115,827,319) - See accompanying schedule:

Unaffiliated issuers (cost $3,871,805,979)

$ 5,773,247,790

 

Fidelity Central Funds (cost $181,434,795)

181,434,795

 

Total Investments (cost $4,053,240,774)

 

$ 5,954,682,585

Cash

 

56,127

Foreign currency held at value (cost $20,836)

20,769

Receivable for investments sold

77,723,826

Receivable for fund shares sold

2,980

Dividends receivable

2,948,974

Interest receivable

221

Distributions receivable from Fidelity Central Funds

212,312

Prepaid expenses

12,592

Other receivables

11,628

Total assets

6,035,672,014

 

 

 

Liabilities

Payable for investments purchased

$ 10,467,611

Payable for fund shares redeemed

82,073,455

Accrued management fee

3,643,174

Other affiliated payables

416,897

Other payables and accrued expenses

266,935

Collateral on securities loaned, at value

118,115,243

Total liabilities

214,983,315

 

 

 

Net Assets

$ 5,820,688,699

Net Assets consist of:

 

Paid in capital

$ 3,886,818,490

Distributions in excess of net investment income

(79,119)

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

32,705,711

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,901,243,617

Net Assets

$ 5,820,688,699

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 

 December 31, 2015

Series Opportunistic Insights:
Net Asset Value
, offering price and redemption price per share ($2,329,414,642 ÷ 156,443,339 shares)

$ 14.89

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($3,491,274,057 ÷ 234,142,673 shares)

$ 14.91

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

Annual Report

Statement of Operations

 

 Year ended December 31, 2015

 

 

 

Investment Income

 

 

Dividends

 

$ 55,041,876

Interest

 

191,557

Income from Fidelity Central Funds

 

1,136,560

Total income

 

56,369,993

 

 

 

Expenses

Management fee

 

 

Basic fee

$ 33,658,125

Performance adjustment

10,164,376

Transfer agent fees

4,031,378

Accounting and security lending fees

1,152,663

Custodian fees and expenses

195,662

Independent trustees' compensation

26,347

Audit

84,283

Legal

14,156

Interest

4,151

Miscellaneous

43,075

Total expenses before reductions

49,374,216

Expense reductions

(159,958)

49,214,258

Net investment income (loss)

7,155,735

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

401,513,998

Foreign currency transactions

(80,782)

Total net realized gain (loss)

 

401,433,216

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $80,739)

34,251,464

Assets and liabilities in foreign currencies

(3,146)

Total change in net unrealized appreciation (depreciation)

 

34,248,318

Net gain (loss)

435,681,534

Net increase (decrease) in net assets resulting from operations

$ 442,837,269

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
December 31, 2015

Year ended
December 31, 2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 7,155,735

$ 3,755,959

Net realized gain (loss)

401,433,216

236,733,711

Change in net unrealized appreciation (depreciation)

34,248,318

374,591,395

Net increase (decrease) in net assets resulting from operations

442,837,269

615,081,065

Distributions to shareholders from net investment income

(7,466,635)

(2,943,704)

Distributions to shareholders from net realized gain

(387,204,857)

(231,232,769)

Total distributions

(394,671,492)

(234,176,473)

Share transactions - net increase (decrease)

(531,774,471)

(27,458,577)

Total increase (decrease) in net assets

(483,608,694)

353,446,015

 

 

 

Net Assets

Beginning of period

6,304,297,393

5,950,851,378

End of period (including distributions in excess of net investment income of $79,119 and undistributed net investment income of $0, respectively)

$ 5,820,688,699

$ 6,304,297,393

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

Annual Report

Financial Highlights - Fidelity Series Opportunistic Insights

Years ended December 31,

2015

2014

2013

2012 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 14.89

$ 13.98

$ 10.02

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  - J

  (.01)

  -J

  -J,G

Net realized and unrealized gain (loss)

  1.04

  1.48

  4.11

  .03

Total from investment operations

  1.04

  1.47

  4.11

  .03

Distributions from net investment income

  - J

  -

  -

  (.01)

Distributions from net realized gain

  (1.04)

  (.56)

  (.15)

  -

Total distributions

  (1.04)

  (.56)

  (.15)

  (.01)

Net asset value, end of period

$ 14.89

$ 14.89

$ 13.98

$ 10.02

Total ReturnB, C

  7.10%

  10.47%

  41.14%

  .27%

Ratios to Average Net AssetsE, I

 

 

 

 

Expenses before reductions

  .90%

  .84%

  .78%

  1.00%A

Expenses net of fee waivers, if any

  .90%

  .84%

  .78%

  1.00%A

Expenses net of all reductions

  .90%

  .84%

  .77%

  1.00%A

Net investment income (loss)

  .02%

  (.04)%

  (.04)%

  .49%A, G

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,329,415

$ 2,596,300

$ 2,594,672

$ 1,803,958

Portfolio turnover rateF

  35%

  46%

  52%

  64%K

A Annualized

B Total returns for periods of less than one year are not annualized.

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

D Calculated based on average shares outstanding during the period.

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

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

G Net Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .30%.

H For the period December 6, 2012 (commencement of operations) to December 31, 2012.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.005 per share.

K Amount not annualized.

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

Annual Report

Financial Highlights - Fidelity Series Opportunistic Insights Fund Class F

Years ended December 31,

2015

2014

2013

2012 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 14.92

$ 13.98

$ 10.02

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  .03

  .02

  .02

  - G, J

Net realized and unrealized gain (loss)

  1.03

  1.49

  4.11

  .03

Total from investment operations

  1.06

  1.51

  4.13

  .03

Distributions from net investment income

  (.03)

  (.01)

  (.02)

  (.01)

Distributions from net realized gain

  (1.04)

  (.56)

  (.15)

  -

Total distributions

  (1.07)

  (.57)

  (.17)

  (.01)

Net asset value, end of period

$ 14.91

$ 14.92

$ 13.98

$ 10.02

Total ReturnB, C

  7.20%

  10.77%

  41.33%

  .28%

Ratios to Average Net AssetsE, I

 

 

 

 

Expenses before reductions

  .74%

  .67%

  .60%

  .80%A

Expenses net of fee waivers, if any

  .74%

  .67%

  .60%

  .80%A

Expenses net of all reductions

  .74%

  .67%

  .58%

  .80%A

Net investment income (loss)

  .18%

  .13%

  .14%

  .69%A, G

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,491,274

$ 3,707,997

$ 3,356,179

$ 1,899,398

Portfolio turnover rateF

  35%

  46%

  52%

  64%K

A Annualized

B Total returns for periods of less than one year are not annualized.

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

D Calculated based on average shares outstanding during the period.

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

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

G Net Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .50%.

H For the period December 6, 2012 (commencement of operations) to December 31, 2012.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.005 per share.

K Amount not annualized.

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

Annual Report


Notes to Financial Statements

For the period ended December 31, 2015

1. Organization.

Fidelity Series Opportunistic Insights Fund (the Fund) is a fund of Fidelity Contrafund (the Trust) and is authorized to issue an unlimited number of shares. Shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as an investment manager. 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 offers Series Opportunistic Insights and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

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

Annual Report

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

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

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs),

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. 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. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Bank loan obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

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.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Asset Type

Fair Value at 12/31/15

Valuation
Technique(s)

Unobservable
Input

Amount or Range/Weighted Average

Impact to
Valuation from an Increase in Input
A

Equities

$213,856,785

Discount cash flow

Discount rate

8.0%

Decrease

 

 

 

Growth rate

3.0%

Increase

 

 

Last transaction price

Transaction price

$7.04 - $93.09 / $36.51

Increase

 

 

Market comparable

EV/EBITDA multiple

27.0

Increase

 

 

 

EV/Sales multiple

1.5 - 8.5 / 5.3

Increase

 

 

 

Discount rate

3.0% - 25.0% / 15.1%

Decrease

 

 

 

P/E multiple

12.1 - 14.2 / 13.3

Increase

 

 

 

Discount for lack of marketability

10.0% - 25.0% / 15.1%

Decrease

 

 

 

Premium rate

10.0% - 30.0% / 25.0%

Increase

 

 

 

EV/GP multiple

4.8

Increase

 

 

Partnership NAV

Partnership NAV

$26.60

Increase

 

 

Proposed transaction price

Transaction price

$50.19 - $1831.90 / $685.38

Increase

A Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

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 December 31, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

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

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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Foreign Currency - continued

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Annual Report

3. Significant Accounting Policies - continued

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 December 31, 2015, 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. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on capital gains by certain countries in which it invests. An estimated deferred tax liability for net unrealized appreciation on the applicable securities is included in Other payables and accrued expenses on the Statement of Assets & Liabilities.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), partnerships and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 1,966,061,637

Gross unrealized depreciation  

(73,118,741)

Net unrealized appreciation (depreciation) on securities  

$ 1,892,942,896

Tax Cost  

$ 4,061,739,689

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Undistributed long-term capital gain  

$ 41,204,625

Net unrealized appreciation (depreciation) on securities and other investments  

$ 1,892,930,095

The Fund intends to elect to defer to its next fiscal year $78,897 of ordinary losses recognized during the period January 1, 2015 to December 31, 2015.

The tax character of distributions paid was as follows:

 

December 31, 2015

December 31, 2014

Ordinary Income  

$ 7,466,635

$ 16,304,778

Long-term Capital Gains  

387,204,857

217,871,695

Total  

$ 394,671,492

$ 234,176,473

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

Loans and Other Direct Debt Instruments. The Fund invests in direct debt instruments which are interests in amounts owed to lenders by corporate or other borrowers. These instruments may be in the form of loans, trade claims or other receivables and may include standby financing commitments such as revolving credit facilities that obligate the Fund to supply additional cash to the borrower on demand. Loans may be acquired through assignment or participation. The Fund did not have any unfunded loan commitments, which are contractual obligations for future funding, at period end.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $2,108,674,439 and $3,007,047,917, respectively.

Annual Report

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Series Opportunistic Insights as compared to its benchmark index, the Russell 3000 Index, over the same 36 month performance period. For the reporting period, the total annual management fee rate, including the performance adjustment, was .71% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Series Opportunistic Insights. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each applicable class were as follows:

 

Amount

% of
Class-Level
Average
Net Assets

Series Opportunistic Insights

$ 4,031,378

.16

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $39,360 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average
Interest Rate

Interest Expense

Borrower

$ 48,032,111

.35%

$ 4,151

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

6. Committed Line of Credit.

The Fund participates 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 Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $8,921 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash)

Annual Report

7. Security Lending - continued

against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. 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. Total security lending income during the period amounted to $943,126. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $81,230 for the period. In addition, 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. During the period, these credits reduced the Fund's expenses by $200.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $24,869 and a portion of class-level operating expenses as follows:

 

Amount

Series Opportunistic Insights

$ 53,659

Annual Report

Notes to Financial Statements - continued

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2015

2014

From net investment income

 

 

Series Opportunistic Insights

$ 592,822

$ -

Class F

6,873,813

2,943,704

Total

$ 7,466,635

$ 2,943,704

From net realized gain

 

 

Series Opportunistic Insights

$ 155,338,758

$ 94,935,470

Class F

231,866,099

136,297,299

Total

$ 387,204,857

$ 231,232,769

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended December 31,

2015

2014

2015

2014

Series Opportunistic Insights

 

 

 

 

Shares sold

12,498,233

13,329,341

$ 193,435,314

$ 191,519,878

Reinvestment of distributions

10,568,184

6,327,831

155,931,580

94,935,470

Shares redeemed

(40,931,210)

(31,013,184)

(636,899,967)

(443,473,566)

Net increase (decrease)

(17,864,793)

(11,356,012)

$ (287,533,073)

$ (157,018,218)

Class F

 

 

 

 

Shares sold

29,478,698

40,013,062

$ 455,999,806

$ 578,524,080

Reinvestment of distributions

16,159,991

9,265,090

238,739,912

139,241,003

Shares redeemed

(60,080,902)

(40,731,592)

(938,981,116)

(588,205,442)

Net increase (decrease)

(14,442,213)

8,546,560

$ (244,241,398)

$ 129,559,641

11. Other.

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

At the end of the period, mutual funds managed by the investment adviser or its affiliates were the owners of record of all of the outstanding shares of the Fund.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Contrafund and the Shareholders of Fidelity Series Opportunistic Insights Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Series Opportunistic Insights Fund (a fund of Fidelity Contrafund) at December 31, 2015, 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 periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Series Opportunistic Insights Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2015 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 18, 2016

Annual Report


Trustees and Officers

The Trustees, Members of the Advisory Board (if any), and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 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.

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.

Annual Report

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

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have 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. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity® funds' valuation-related activities, reporting and risk management. 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."

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Trustees and Officers - continued

The fund's Statements of Additional Information (SAIs) include more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544 for Fidelity Series Opportunistic Insights Fund, or 1-800-835-5092 for Class F.

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+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity® funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014) and a Director of FMR and FMR Co., Inc. (investment adviser firms, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* 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.

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Trustees and Officers - continued

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+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity® funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity® funds. Mr. Lacy serves as Chairman (2014-present) and a member (2010-present) of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes) and a Director of Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). He is a Trustee of the California Chapter of The Nature Conservancy (2015-present) and a Director of the Center for Advanced Study in the Behavioral Sciences at Stanford University (2015-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation (retail) and Chief Executive Officer and Chairman of the Board of Sears, Roebuck and Co. (retail, 2000-2005). Previously, Mr. Lacy served as Chairman (2008-2011) and a member (2006-2015) of the Board of Trustees of the National Parks Conservation Association and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity® funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity® funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity® funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present) and a non-executive Chairman of Health Equity, Inc. (health savings custodian, 2015-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity® funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2001

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity® funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity® funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ 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.

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Trustees and Officers - continued

Advisory Board Members and Officers:

Correspondence intended for an officer or Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

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

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. Mr. Bryant serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2015- present) and FMR Co., Inc. (investment adviser firm, 2015-present); Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2015-present) and Fidelity Investments Money Management, Inc. (investment adviser firm, 2015-present); and CLO of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2015-present). He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and CLO of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-2015); Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity® funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as 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).

John F. Papandrea (1972)

Year of Election or Appointment: 2016

Anti-Money Laundering (AML) Officer

 

Mr. Papandrea also serves as AML Officer of other funds. Mr. Papandrea is Vice President of FMR LLC (diversified financial services company, 2008-present) and is an employee of Fidelity Investments (2005-present).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She 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 (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), FIAM LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-
present). Previously, Ms. Wondrack served as Chief Compliance Officer of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2012-2016); Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The Board of Trustees of Fidelity Series Opportunistic Insights Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

 

Pay Date

Record Date

Capital Gains

Fidelity Series Opportunistic Insights Fund

02/16/16

02/12/16

$0.107

Class F

02/16/16

02/12/16

$0.107

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2015, $402,216,182, or, if subsequently determined to be different, the net capital gain of such year.

Fidelity Series Opportunistic Insights Fund and Class F designate 100% of the dividends distributed during the fiscal year, as qualifying for the dividends-received deduction for corporate shareholders.

Fidelity Series Opportunistic Insights Fund and Class F designate 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Series Opportunistic Insights Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

Annual Report

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-year period, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Series Opportunistic Insights Fund

aot959407

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, a securities index, thus leading to a performance adjustment for the same period. The Board noted that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the shareholders of the fund.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment, relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity Series Opportunistic Insights Fund

aot959409

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014. The Board also noted the effect of the fund's performance adjustment, if any, on the fund's management fee ranking.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board noted the impact of the fund's performance adjustment. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below its competitive median for 2014.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although the fund is offered only to other Fidelity funds, it continues to incur investment management expenses. The Board further noted that the fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Annual Report

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

FMR Investment Management
(U.K.) Limited

Fidelity Management & Research (Hong Kong) Limited

Fidelity Management & Research (Japan) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
245 Summer St., Boston, MA 02210
www.fidelity.com

O1T-ANN-0216
1.951052.103

Item 2. Code of Ethics

As of the end of the period, December 31, 2015, Fidelity Contrafund (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

Item 3. Audit Committee Financial Expert

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

Item 4. Principal Accountant Fees and Services

Fees and Services

The following table presents fees billed by PricewaterhouseCoopers LLP ("PwC") in each of the last two fiscal years for services rendered to Fidelity Advisor New Insights Fund, Fidelity Advisor Series Opportunistic Insights Fund, Fidelity Contrafund and Fidelity Series Opportunistic Insights Fund (the "Funds"):

Services Billed by PwC

December 31, 2015 FeesA

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Advisor New Insights Fund

$81,000

$-

$13,200

$11,600

Fidelity Advisor Series Opportunistic Insights Fund

$52,000

$-

$11,600

$1,900

Fidelity Contrafund

$226,000

$-

$32,600

$23,100

Fidelity Series Opportunistic Insights Fund

$60,000

$-

$11,400

$3,800

December 31, 2014 FeesA

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Advisor New Insights Fund

$81,000

$-

$8,800

$10,900

Fidelity Advisor Series Opportunistic Insights Fund

$49,000

$-

$4,400

$2,000

Fidelity Contrafund

$197,000

$-

$8,800

$34,500

Fidelity Series Opportunistic Insights Fund

$57,000

$-

$4,400

$3,700

A Amounts may reflect rounding.

The following table presents fees billed by PwC that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Funds and that are rendered on behalf of Fidelity Management & Research Company ("FMR") and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Funds ("Fund Service Providers"):

Services Billed by PwC

 

December 31, 2015A

December 31, 2014 A

Audit-Related Fees

$5,290,000

$5,950,000

Tax Fees

$-

$-

All Other Fees

$-

$-

A Amounts may reflect rounding.

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

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

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

Assurance services must be performed by an independent public accountant.

* * *

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

Billed By

December 31, 2015 A

December 31, 2014 A

PwC

$5,755,000

$8,175,000

A Amounts may reflect rounding.

The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by PwC to Fund Service Providers to be compatible with maintaining the independence of PwC in its audit of the Funds, taking into account representations from PwC, in accordance with Public Company Accounting Oversight Board rules, regarding its independence from the Funds and their related entities and FMR's review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund Service Providers.

Audit Committee Pre-Approval Policies and Procedures

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

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

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

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

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

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

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Investments

(a) Not applicable.

(b) Not applicable

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the trust's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the trust's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the trust's internal control over financial reporting.

Item 12. Exhibits

(a)

(1)

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

(a)

(2)

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

(a)

(3)

Not applicable.

(b)

 

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

SIGNATURES

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

Fidelity Contrafund

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

February 24, 2016

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

February 24, 2016

By:

/s/Howard J. Galligan III

 

Howard J. Galligan III

 

Chief Financial Officer

 

 

Date:

February 24, 2016