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  • Treatment of EMC Stock in the EMC Corporation Deferred Compensation Retirement Plan

    As we know, on October 12, 2015, EMC Corporation (“EMC”), Dell Inc. and itsparent company, Denali HoldingInc. (“Denali”) enteredinto a definitive merger agreement under which Denali will acquireEMC, with VMware remaining a publicly-traded company.

    Upon the closing of the merger, therewill be changes to the EMC Stock in the EMC Corporation DeferredCompensation Retirement Plan (“DCRP”).

    You willreceive, as merger consideration,$24.05 in cash plus approximately 0.111shares of tracking stock foreach share of EMC stock.The tracking stock willbe a new Class V CommonStock issued by Denali and initially intended to track a portionof Denali’s economic interest in the VMwarebusiness following the completion of the transaction. The tracking stock will remain in the DCRPimmediately after the closing, but it will be frozen to any new investments. Although you will not be ableto make any new investments on the tracking stock, youwill be able to transfer your investment in the tracking stock to any of the other available investment options under the DCRP after the closing date. You may findmore information on the tracking stock here.

    Thecash from the sale of EMC Stock upon the closing of the mergerwill be invested in the FidelityFreedom® Index TargetDate Fund with the target retirement yearclosest to the year you will turn age 65 on or shortly after the Delist Date of EMC Stock.

    If you do not wish to receive merger consideration you can move your money out of EMC Stock at any time before the closing of the merger, other than during the blackout period described below. You can also change your investment electionsfor new contributions at any time,other than during the blackout period described below. Unless you change your investment election prior to theclosing date, effective as of theclosing date, all new contributions previously directed to EMC Stock will be directed instead to a Fidelity Freedom® IndexTarget Date Fund with the target retirement yearclosest to the year you will turn age 65 (see chart below).

    Fidelity Freedom Index Target Date Funds Chart

    Reference the chart below to determine which Fidelity Freedom® Index Target Date Fund your future contributions and proceeds from the sale of the EMC Stock will be invested. Brief descriptions of each fund are provided in the “Fidelity Freedom® Index Target Date Fund Descriptions” section. 

     

    Date of Birth*

    Retirement Date Range

    Your Designated Default Investment Option

    Gross Expense Ratio**

      Before 1938

    Before 2003

    FidelityFreedom® IndexIncome Fund

    0.24%

    1/1/1938–12/31/1942

    2003–2007

    FidelityFreedom® Index 2005 Fund

    0.24%

    1/1/1943–12/31/1947

    2008–2012

    FidelityFreedom® Index 2010 Fund

    0.24%

    1/1/1948–12/31/1952

    2013–2017

    FidelityFreedom® Index 2015 Fund

    0.23%

    1/1/1953–12/31/1957

    2018–2022

    FidelityFreedom® Index 2020 Fund

    0.23%

    1/1/1958–12/31/1962

    2023–2027

    FidelityFreedom® Index 2025 Fund

    0.23%

    1/1/1963–12/31/1967

    2028–2032

    FidelityFreedom® Index 2030 Fund

    0.24%

    1/1/1968–12/31/1972

    2033–2037

    FidelityFreedom® Index 2035 Fund

    0.24%

    1/1/1973–12/31/1977

    2038–2042

    FidelityFreedom® Index 2040 Fund

    0.24%

    1/1/1978–12/31/1982

    2043–2047

    FidelityFreedom® Index 2045 Fund

    0.24%

      1/1/1983–

      12/31/87

    2048–2052

    FidelityFreedom® Index 2050 Fund

    0.24%

      1/1/1988 and
      later

    2053and later

    FidelityFreedom® Index 2055 Fund

    0.24%

    *Dates selected by Plan Sponsor

    **Expenseratios as of June 15, 2016

    Blackout Period

    As a result of the above describedchanges, you temporarily will be unable tochange your investments in EMC Stock.This period, during which you will be unable to exercise these rights otherwise available under theDCRP, is called a “blackout period.” We encourage you to carefully consider how thisblackout period may affect your retirement planning, as well as your overall financial plan. The blackout period for the plan is expected to begin two daysbefore the closing and end approximately three days after theclosing. During the next few weeks, you can determine whether the blackout period has started or ended by either calling 800-421-3844 and speaking with a FidelityService Representative, Monday through Friday, between8:30 a.m. andmidnight Eastern time, or logging on to Fidelity NetBenefits® at www.netbenefits.com/emc.

    During the blackout periodyou will be unableto direct or diversifythe assets held in EMC Stock. For this reason, it is very important that you review and consider the appropriateness of your current investmentsin light of your inability to direct or diversify thoseinvestments during theblackout period. For your long-term retirement security, you should give careful consideration of the importance of a well-balanced anddiversified investment portfolio, taking intoaccount all of yourassets, income and investments.

    Key Dates To Know

    Please carefullyreview the following key dates so you can make an informed and thoughtful decision regardingyour investment in EMC Stock.

    Plan Activity

    What Will Happen

    What It Means To You

    Anticipated Timing

         Blackout period begins

    No transactions will be allowed in orout of EMC Stock.

    After this date, you cannot request transactions dealing with EMC Stock.

    Two business days prior to thedate ofthe merger closing.

     

     

     

     

     

    Exchange Processed

    You will  receive  $24.05  in cash  plus 0.111 shares of tracking stock for each share of EMC Stock held.

     

    All future employee contributions previously directed toEMC Stock will be directed to a  Freedom®  Index Target Date Fund with the target retirement year closest to the year you willturn age 65.

    The cash proceeds will be invested in the Freedom® IndexTarget Date Fund with the target retirement yearclosest to the year you willturn age 65.

     

    Participants invested in EMC Stock will not be able torequest an exchange in or outof the fundor make asset allocation changes involving the fund during the blackoutperiod.

     

     

     

     

     

     

     

          Blackout period ends.

    Alltransactions are available again.

    You will have access tothe balances now invested in theFidelity Freedom® IndexTarget Date Fund with the target retirement year closest to the year you willturn age 65.

     

    No newinvestments can be made in EMC Stock. Participants may elect to exchange any  tracking stock that was received as merger consideration for anyof theother investment options available under thePlan.

     

     

     

     

     

    Anticipated toend within three business days after the merger closing.

    What Do I Need To Do?

    No actionis necessary if you are satisfied with how your future contributionsdirected to EMC Stock and how proceeds from the sale of the EMC Stockwill be invested as described above. Alternatively, you may elect to direct your futurecontributions and proceeds from the sale to another investment option offered underthe DCRP.  To do so you can either call 800-421-3844 andspeak with a Fidelity ServiceRepresentative, Monday through Friday, between 8:30 a.m. and midnight Eastern time, or log on to Fidelity NetBenefits®  at www.netbenefits.com/emc.

    Fidelity Freedom® Index Target Date Fund Descriptions

    Fidelity Freedom® Index Income Fund

    Objective: Seeks high current income and, as a secondary objective, capital appreciation.

    Strategy: Investing in a combination of Fidelity domestic equity funds (including commodity funds), international funds (developed and emerging markets), bond funds (including treasury inflation-protected security funds) and short-term funds (underlying Fidelity funds), each of which(excluding the moneymarket fund) seeks to provideinvestment results that correspond to the total return of a specific index or marketsegment. Allocating assets among underlying Fidelity fundsaccording to a stable asset allocation strategy of approximately 17% in domestic equity funds, 7% in international equity funds, 46%in bond funds and 30% in short-term funds.

    Risk: The fund is subject to risksresulting from the assetallocation decisions of the Investment Adviser. The fund is subject to the volatility of the financial markets, including that of equityand fixed incomeinvestments. Fixed income investments entail issuer default and credit risk, inflation risk, and interest rate risk (as interest rates rise, bond prices usually fall and vice versa). Thiseffect is usually more pronounced forlonger-term securities. No target date fundis considered a complete retirement program and there is no guarantee and single fundwill provide sufficient retirement income at or throughretirement. Principal invested is not guaranteed at any time,including at or afterthe funds' targetdates.

    Who may want to invest: Someone who is seeking an investment option intended for people in retirement and who is willingto  acceptthe volatility of diversified investments in themarket; Someone who is seeking a diversified mix of stocks,bonds, and short-term investments in one investment option and looking primarily forthe potential for income and, secondarily, forshare-price appreciation.

    This description is only intended to providea brief overview of the mutual fund. Read the fund'sprospectus for moredetailed information about the fund.

    Fidelity is voluntarily reimbursing a portion of the fund's expenses. If Fidelity had not,the returns wouldhave been lower.

    Fidelity Freedom® Index2005, 2010, 2015, 2020, 2025, 2030, 2035, 2040, 2045, 2050, and 2055 Fund

    Objective: Seeks high total return until its target retirement date. Thereafter the fund'sobjective will be to seek high current income and, as a secondary objective, capital appreciation.

    Strategy: Designed for investors who anticipate retiring in or withina few years of the fund's target retirement year at or aroundage 65 and plan to gradually withdraw the valueof their accountin the fund over time. Investing in a combination of Fidelity domestic equity funds (including commodity funds), international funds (developed and emerging markets), bond funds (including treasury inflation- protected security funds) and short-term funds (underlying Fidelity funds), each of which(excluding themoney market fund) seeks to provideinvestment results that correspond to the total return of a specific index or marketsegment. Allocating assets among underlying Fidelity funds according to an assetallocation strategy that becomes increasingly conservative untilit reaches an allocation similar to thatof the Fidelity Freedom Index Income Fund - approximately 17% in domestic equity funds, 7% in international equity funds, 46%in bond funds and 30%in short-term funds (approximately 10 to 19 yearsafter the targetyear). Ultimately, the fund will mergewith Fidelity Freedom Index Income Fund. TheAdviser may continue to seek high totalreturn for severalyears beyondthe fund's targetretirement date in an effort to achievethe fund's overallinvestment objective.

    Risk: The investment risk of each Fidelity Freedom Index Fundchanges over timeas its assetallocation changes. These risks are subject to the asset allocation decisions of the Investment Adviser. The fundsare subject to the volatility of the financial markets, including that of equityand fixed incomeinvestments in the U.S.and abroad, and may be subject to risksassociated with investing in high-yield, small-cap, commodity-linked, and foreign securities. No target date fundis considered a complete retirement program and there is no guarantee any single fundwill provide sufficient retirement income at or throughretirement. Principal invested is not guaranteed at any time,including at or afterthe funds' targetdates.

    Who may want to invest: Someone who is seeking an investment option that gradually becomes moreconservative over timeand who is willing to acceptthe volatility of the markets; Someone who is seeking a diversified mix of stocks,bonds, and short-term investments in one investment option or who does not feel comfortable making asset allocation choices over time.

    This description is only intended to providea brief overview of the mutual fund. Read the fund'sprospectus for moredetailed information about the fund.

    Fidelity is voluntarily reimbursing a portion of the fund's expenses. If Fidelity had not, the returns would have been lower.

    ­

    Before investing in any mutual fund, consider the investment objectives, risks, charges, and expenses. Contact Fidelity for a prospectus or, if available, a summary prospectus containing this information.

    Read it carefully.

    A mutual fund expense ratio is the total annual fund or class operating expenses(before waivers or reimbursements)paid by the fundand stated as a percentage of the fund's total net assets.For other types of investments,the figure in the expense ratio field reflects similar information, but may have been calculated differently than formutual funds. Mutual fund data comes from the fund's prospectus. For non–mutualfund investment options, the information has been provided by the plan sponsor, the investment option's manager, or the trustee. When no ratio is shown forthese options, it isbecause none wasavailable. There may be fees and expenses associated with the investment option. Expense information changes periodically.Please consult NetBenefits for updates.

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