Fidelity Covington Trust DEFA14A, filed Jan 14, 2026
Fidelity Covington Trust (FBCG)
| SCHEDULE 14A INFORMATION | ||
| PROXY STATEMENT PURSUANT TO SECTION 14(a) | ||
| OF THE SECURITIES EXCHANGE ACT OF 1934 | ||
| Filed by the Registrant | ☒ | |
| Filed by a Party other than the Registrant | ☐ |
| Check the appropriate box: | ||
| ☐ | Preliminary Proxy Statement | |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |
| ☐ | Definitive Proxy Statement | |
| ☒ | Definitive Additional Materials | |
| ☐ | Soliciting Material under Rule 14a-12 | |
FIDELITY COVINGTON TRUST (Name of Registrant as Specified In Its Charter) | ||
| Payment of Filing Fee (Check the appropriate box): | ||
| ☒ | No fee required. | |
| ☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. | |
| (1) | Title of each class of securities to which transaction applies: | |
| (2) | Aggregate number of securities to which transaction applies: | |
| (3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11: | |
| (4) | Proposed maximum aggregate value of transaction: | |
| (5) | Total Fee Paid: | |
| ☐ | Fee paid previously with preliminary materials. | |
| ☐ | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. | |
| (1) | Amount Previously Paid: | |
| (2) | Form, Schedule or Registration Statement No.: | |
| (3) | Filing Party: | |
| (4) | Date Filed: | |
Proxy Voting Q&A posted on fidelity.com
Proxy Voting by Shareholders of Fidelity Funds
Thank you for investing with Fidelity!
A mutual fund is an investment company, and your investment in shares of a Fidelity mutual fund makes you a shareholder of the fund. As a shareholder, you are entitled to vote on matters presented at a fund’s shareholder meeting.
Mutual funds, like other companies, hold shareholder meetings to present and discuss important management decisions that require shareholder input, including proposed changes to fund services or certain policies.
| • | You are entitled to one vote for each dollar of net asset value you own. |
The Trustees of your Fidelity Fund—most of whom are not affiliated with Fidelity—are responsible for considering your interests as a shareholder.
| • | One privilege of a mutual fund shareholder is to participate in electing the Trustees for your Fidelity Fund. |
| • | In turn, the Trustees, after careful review, may request your vote on other proposals that affect the fund and your investment in it. |
We believe that voting by proxy online or by phone is the most convenient way for you to participate in a Fidelity Fund vote.
| • | You can cast a proxy vote online, over the telephone, or through postal mail. |
| • | That way, your vote can be counted without your having to attend the meeting in person. |
| • | Or you may attend a shareholder meeting to vote in person. |
We appreciate your placing your trust in Fidelity, and thank you for allowing us to help you achieve your financial goals.
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Frequently Asked Questions
| + | What is proxy voting? |
| + | When will I receive the information I need to vote? |
| + | How can I submit a proxy vote? |
| + | I consented for eDelivery of proxy materials—is it possible to receive hard copy paper materials instead? |
| + | I used to enter a PIN when voting proxy—why is this no longer required? |
| + | I voted and I would like to change my vote—is this possible? |
| + | Does my vote matter? |
| + | Who are “Computershare”, “Broadridge” and D.F. King? |
| + | How can I opt out of telephone calls about shareholder proxy voting? |
Frequently Asked Questions
- What is proxy voting?
When your vote is requested on proposals that affect the fund and your investment in it, you could, if you wanted, attend the shareholder meeting in person—or you could vote by proxy online or by phone. This way, your vote can be counted without your having to attend the meeting in person.
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-When will I receive the information I need to vote?
A proxy statement, which provides details regarding the meeting and the management and shareholder proposals, if any, that will be voted on at the meeting, is provided to shareholders before the meeting is held. The proxy statement may be sent to you via U.S. mail or email, if you have consented to electronic delivery, or you may receive a notice linking you to a website where you can review it online.
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-How can I submit a proxy vote?
You may submit a proxy vote through U.S. mail, over the telephone, or online, based on the instructions contained in the proxy statement. Votes must be submitted prior to the close of voting in order to be counted. Please vote your shares promptly. Your vote is extremely important, no matter how large or small your holdings may be.
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-I consented for eDelivery of proxy materials—is it possible to receive hard copy paper materials instead?
By consenting to eDelivery of proxy, you have agreed to online receipt of important proxy materials. To request a written copy of any Fidelity Fund proxy materials via telephone please call 800-343-3548. On the voting screen, you may also choose to change your eDelivery preferences for future proxy campaigns.
Your retirement benefit plan account mail preferences for statements, prospectuses, proxies and other benefit information will apply to your Fidelity BrokerageLink® Account. You may change this electronic delivery default for your BrokerageLinkSM account at any time by logging on to NetBenefits and updating your mail preferences. [if shareholder clicks on the “log in” icon a window appears where they can log in to NetBenefits and update their mail preferences.]
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-I used to enter a PIN when voting proxy—why is this no longer required?
By using Fidelity.com to access the online voting site, a secure transaction with your control number information has been established and the PIN is no longer required to securely complete this transaction.
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-I voted and I would like to change my vote—is this possible?
Yes, you can vote again using the "Voted" link in the Action column as long as voting is still open. The latest valid vote cast will be recorded and the Last Action Taken date will update. If you do not complete the process of re-voting, the last vote cast remains on record.
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Does my vote matter?
Your vote is extremely important, no matter how large or small your holdings may be.
In order to take action at a Fidelity Funds shareholder meeting, a quorum must be achieved. Quorum is achieved when a sufficient number of shareholders are represented in person or by proxy at the shareholder meeting. If quorum is not achieved, the meeting may adjourn to a future date.
Fidelity and/or a third-party proxy vendor attempts to reach shareholders via multiple mailings or emails to remind them to cast their votes. As the meeting date approaches, phone calls may be made to shareholders who have not yet voted.
Voting your shares immediately when you receive notification will help the meeting achieve quorum and minimize additional expense and efforts to contact you by email or phone to solicit your vote.
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-Who are "Computershare", "Broadridge" and D.F. King?
The shareholder proxy voting process is typically managed on behalf of the Fidelity funds by a proxy vendor. Fidelity may hire a third-party proxy vendor to call shareholders and record proxy votes. Computershare, Broadridge and D.F. King are examples of third-party proxy vendors that may have been retained by the Fidelity Funds.
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-How can I opt out of telephone calls about shareholder proxy voting?
Please call Fidelity at 800-343-3548 to make this request.
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Log Into Your Accounts For Proxy Materials (if any)Log In Required . [if shareholder clicks on the “log in” icon a window appears where they can log in to NetBenefits for proxy materials.]
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Proxy Help posted on institutional.fidelity.com
Proxy Materials Table
Proxy Type/Control Number
This column explains what type of shareholder meeting is taking place, and provides you with a unique control number that you'll need to confirm your identity to submit a proxy vote. You might be asked to insert a security code in addition to the control number.
Due Date
The Due Date column reflects the meeting date minus one day. If you would like to cast a proxy vote online or by telephone, you will have the opportunity to do so up until 11:59 PM EST on the day prior to the scheduled meeting. If you would like to vote on the day of the meeting, you may do so by attending the meeting.
Status
The status column tells you which action you can take for a particular meeting, whether it's casting a vote (Vote), changing a vote (Voted), or Meeting Closed.
Last Action Taken
This column shows the date on which you last voted or changed your vote, regardless of the method you used to submit your vote – by mail, telephone, or online.
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Proxy Help posted on institutional.fidelity.com
Past performance is no guarantee of future results.
Unless otherwise expressly disclosed to you in writing, the information provided in this material is for educational purposes only. Any viewpoints expressed by Fidelity are not intended to be used as a primary basis for your investment decisions and are based on facts and circumstances at the point in time they are made and are not particular to you. Accordingly, nothing in this material constitutes impartial investment advice or advice in a fiduciary capacity, as defined or under the Employee Retirement Income Security Act of 1974 or the Internal Revenue Code of 1986, both as amended. Fidelity and its representatives may have a conflict of interest in the products or services mentioned in this material because they have a financial interest in the products or services and may receive compensation, directly or indirectly, in connection with the management, distribution, and/or servicing of these products or services, including Fidelity funds, certain third-party funds and products, and certain investment services. Before making any investment decisions, you should take into account all of the particular facts and circumstances of your or your client’s individual situation and reach out to an investment professional, if applicable.
Registered investment products (including mutual funds and ETFs) and collective investment trusts managed by Fidelity Management Trust Company (FMTC) are offered by Fidelity Distributors Company LLC (FDC LLC), a registered broker-dealer. Fidelity Institutional Asset Management (FIAM) investment management services and products are managed by the Fidelity Investments companies of FIAM LLC, a U.S. registered investment adviser, or Fidelity Institutional Asset Management Trust Company, a New Hampshire trust company. FIAM products and services may be presented by FDC LLC, a non-exclusive financial intermediary affiliated with FIAM and compensated for such services.
Before investing have your client consider the funds', variable investment products', exchange-traded products', or 529 Plans' investment objectives, risks, charges, and expenses. Contact Fidelity for a prospectus or a summary prospectus, if available, or offering statement containing this information. Have your client read it carefully.
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