Fee Disclosure Requirements Not FDIC insured. May lose value. No bank guarantee. FOR PLAN SPONSORS How they affect you and your participants

2 Participant disclosure regulations: 404(a) Released: 10/20/2010 Applicable date: Plan years beginning on or after Nov. 1, 2011 Service provider disclosure regulations: 408(b)(2) Released: 7/16/2010 Effective: 7/16/2011 Service provider disclosure regulations: Form 5500, Schedule C Released: 11/16/2007 Effective: Plan years beginning on or after Jan. 1, Three components of fee and service disclosure regulations ISSUED BY THE DEPARTMENT OF LABOR These regulations affect your fiduciary duties and compliance responsibilities to your plan and participants

3 Compensation for each person who received, directly or indirectly, $5,000 or more in total compensation in connection with services rendered to the plan or their position with the plan during the plan year Plan sponsors must disclose information about the plan's service providers and their compensation Plans with fewer than 100 participants are exempt DIRECT COMPENSATION: Direct service fees that were charged to the plan and that were directly deducted from plan assets INDIRECT COMPENSATION: Compensation not paid directly by the plan or plan sponsor, but received by the service provider from other sources such as investment options in the plan (includes 12b-1 fees, commissions, and finder’s fees) What must be disclosed Who must disclose/who receives disclosure Timing/format of disclosure Schedule C is required to be filed with the plan’s 5500 (generally the last day of the 7th month after the plan year end + extension) Form 5500, Schedule C must be filed electronically through the Department of Labor’s EFAST program Fidelity provides a report which is available via Plan Sponsor WebStation ® specific to Schedule C as part of the Plan Year End Summary Form 5500 Schedule C REGULATORY SUMMARY

4 Hiring fiduciaries for all plans subject to Title 1 of ERISA (not including health and welfare plans, government or church plans, IRAs or IRA-based plans) Recordkeepers Fiduciary advisors managing plan assets and other plan fiduciaries Advisors Consultants and certain other service providers who are paid indirectly, not by the plan or the client Who receives disclosure Who must disclose ERISA 408(b)(2) Service Provider Regulations SUMMARY

5 Timing/Format of Disclosure Current clients must receive disclosure prior to effective date of regulation Prospects must receive disclosure prior to contract Any change to information requires disclosure within 60 days Disclosure must be in writing ERISA 408(b)(2) Service Provider Regulations SUMMARY (CONTINUED) What must be disclosed All direct and indirect compensation: -Recordkeepers: investment expenses, admin. fees, transaction fees -Fiduciaries: investment management fees and operating expenses -Advisors: trading fees, commissions, 12b-1, other indirect compensation -Compensation to be paid upon termination All services performed in return Recordkeepers are responsible for: -Providing a good-faith cost estimate of recordkeeping services to plan, if there is no explicit/minimal fee for these services -Aggregating and reporting fees for all plan investment options (Brokerage windows are excluded) Compensation can be reported as dollars, percentage, or formula

6 Participants and beneficiaries who have the right to direct the investment of their account, including employees who are eligible to participate but who have not yet enrolled Plan administrators of ERISA-covered participant-directed individual account plans, excluding IRAs, SIMPLEs, and SEPs. They may delegate responsibilities to another individual or entity Who receives disclosure Who must disclose What must be disclosed Plan information, including how to give investment direction and administrative and individual expenses that may be charged against an individual’s account as well as those actually charged Basic investment-related information about the plan’s designated investment alternatives including performance, benchmark, and fee/expense information Additional investment-related information, such as prospectuses, must be available upon request ERISA 404(a) Participant Disclosure Regulations SUMMARY What format must be used Investment-related information must be provided in a format that facilitates comparison The Department of Labor has issued a model chart which may be used for this purpose; additional investment-related information can be provided via Web site(s) for each designated investment option No required format for the plan information; it may be included in the summary plan description Quarterly fees paid may be included in participant statements but it is not required to do so

7 ERISA 404(a) Participant Disclosure Regulations By paper or electronically under the Department of Labor’s existing electronic delivery rules Further guidance from the Department of Labor is expected about electronic delivery prior to the applicability date Most information needs to be provided prior to when an individual can first provide investment direction and annually thereafter Charges to a participant’s account must be reported quarterly Disclosure delivery Timing of disclosure Other important information Issued as a fiduciary responsibility under ERISA and accompanied by an amendment to the 404(c) regulations Special rules apply for employer stock, annuities, and fixed-return alternatives The Department of Labor has also indicated that it may issue additional guidance on target date funds SUMMARY (CONTINUED)

8 We currently cover a good portion of what is reflected in the regulations issued by the Department of Labor Enhanced disclosure will provide you and your participants with information and guidance to make sound decisions We believe any disclosure must be clear, meaningful, and actionable for you and your participants Will Fidelity provide greater clarity and transparency around the fees we pay for the services? What impact will these regulations have on our investment policy or lineup? Will these regulations increase the time I have to spend on the retirement program? Service provider regulations How do we meet the requirements yet make it simple for employees to understand? How can I be assured that we are meeting all of the requirements for disclosing fees to our employees? Will Fidelity provide what I need for employee education? Will these regulations increase the time I have to spend on the retirement program? Participant regulations We understand your needs and are here to support you

9 Fidelity’s disclosure solution Key features of Fidelity’s proposed comprehensive disclosure statement SUMMARY Total fees by category Revenue per participant PLAN FEES Recordkeeping Transaction Contract Termination Other fees INVESTMENTS All investment options All fees for those options Reference to other sources of fee information Current disclosure materials provided by Fidelity meet many regulatory requirements Areas where we will provide additional disclosure Broader disclosure of sources of recordkeeping revenue, particularly when the plan is in a “bundled arrangement” with Fidelity Greater detail on plan administration and transaction fees

10 RequirementsDesignBuildDeploy Schedule 5500 Completed 2009 Service provider disclosure Q4 2010Q1 2011Q2 2011Q Participant disclosure Q4 2010–Q1 2011Q2 2011Q3 2011Q Summary We will deliver an enhanced statement to help you evaluate your retirement plan and ensure that it provides the best benefit and value to your employees We will provide ongoing communications about any changes to the regulations We will keep you informed of the development and rollout of resources we will provide for you and your participants

11 The information provided herein is general and educational in nature and should not be construed as legal advice, as Fidelity does not provide legal advice regarding your plan and as legal opinions can be rendered only when related to specific situations. Please seek the advice of your legal counsel or tax advisor to assist you with any questions you may have or with specific situations that apply to your plan. Views and discussion about regulations and fee disclosure rules are subject to change based on additional analysis and interpretation, and clarification through additional guidance. Fidelity Investments & Pyramid Design is a registered service mark of FMR LLC. Not NCUA or NCUSIF insured. May lose value. No credit union guarantee. Certain retirement plan services are provided by Fidelity Brokerage Services, LLC, Member NYSE, SIPC. For plan sponsor use only FIDELITY INVESTMENTS INSTITUTIONAL SERVICES COMPANY, INC., 100 SALEM STREET, SMITHFIELD, RI 02917