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Form N-PX · fund seriesSEC series no. S000007725

VIP Disciplined Small Cap Portfolio

A series of VARIABLE INSURANCE PRODUCTS FUND II

Vote records
5,033year to 30 June 2026
Against management
7.0%349 of 4,994 marked votes
Say-on-pay support
93.3%for, of for + against + abstain
Shareholder-proposal support
16.7%for, of for + against + abstain

VIP Disciplined Small Cap Portfolio is a series of VARIABLE INSURANCE PRODUCTS FUND II. For the year to 30 June 2026 its registrant reported 5,033 vote records for the series; 7.0% of the votes marked for or against management went against management. It voted for 93.3% of say-on-pay items and for 16.7% of proposals from security holders.

Compared with its registrant and family

year to 30 June 2026This seriesIts registrantFidelityMedian fund registrant
Against-management share7.0%4.5%6.0%6.2%
Say-on-pay support rate93.3%94.7%94.7%91.6%
Shareholder-proposal support rate16.7%23.6%27.6%27.5%

Votes by category

foragainstabstain, withhold or otheramber tick: the portion cast against management

Category (as the form names it)VotesForAgainstAgainst managementSplit
DIRECTOR ELECTIONS3,3473,094737.4%
SECTION 14A SAY-ON-PAY VOTES613513376.7%
AUDIT-RELATED57457400.0%
SHAREHOLDER RIGHTS AND DEFENSES1010010.0%
EXTRAORDINARY TRANSACTIONS494548.2%
CAPITAL STRUCTURE625934.8%
COMPENSATION2171754219.4%
CORPORATE GOVERNANCE1431222112.6%
ENVIRONMENT OR CLIMATE1100.0%
HUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCE2110.0%
DIVERSITY, EQUITY, AND INCLUSION2110.0%
OTHER SOCIAL ISSUES2200.0%

By season

SeasonVote recordsAgainst managementSay-on-pay supportShareholder-proposal support
year to 30 June 20244,7626.2%94.7%38.9%
year to 30 June 20254,7637.0%94.8%41.7%
year to 30 June 20265,0337.0%93.3%16.7%

Questions

How often did VIP Disciplined Small Cap Portfolio vote against management?

7.0% of the votes its registrant marked for or against management in the year to 30 June 2026 (349 of 4,994).

How did VIP Disciplined Small Cap Portfolio vote on executive pay?

It voted for 505 of 541 say-on-pay items cast for, against or abstain (93.3%).

Is this the result of the meetings?

No. Form N-PX shows how the fund voted the shares it held. It does not show how other shareholders voted or what the outcome was.

Where does the data come from?

From the Form N-PX filed by VARIABLE INSURANCE PRODUCTS FUND II, which lists the series that cast each vote. The SEC does not verify the contents. Data runs through 23 Sep 2026.

Provenance: SEC EDGAR, Form N-PX filed by VARIABLE INSURANCE PRODUCTS FUND II (filer no. 831016); votes attributed to series S000007725 by the filer. Not verified by the SEC. Filings read through 23 Sep 2026.