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STATE STREET INSTITUTIONAL INVESTMENT TRUST Form

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STATE STREET INSTITUTIONAL INVESTMENT TRUST Form SECURITIES AND EXCHANGE COMMISSION FORM 485APOS Post-effective amendments [Rule 485(a)] Filing Date: 2021-08-27 SEC Accession No. 0001193125-21-259307 (HTML Version on secdatabase.com) FILER STATE STREET INSTITUTIONAL INVESTMENT TRUST Mailing Address Business Address ONE LINCOLN STREET STATE STREET FINANCIAL CIK:1107414| IRS No.: 046910804 | State of Incorp.:MA | Fiscal Year End: 1231 BOSTON MA 02111 CENTER Type: 485APOS | Act: 40 | File No.: 811-09819 | Film No.: 211218772 ONE LINCOLN STREET BOSTON MA 02111 6176623239 STATE STREET INSTITUTIONAL INVESTMENT TRUST Mailing Address Business Address ONE LINCOLN STREET STATE STREET FINANCIAL CIK:1107414| IRS No.: 046910804 | State of Incorp.:MA | Fiscal Year End: 1231 BOSTON MA 02111 CENTER Type: 485APOS | Act: 33 | File No.: 333-30810 | Film No.: 211218771 ONE LINCOLN STREET BOSTON MA 02111 6176623239 Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document As filed with the U.S. Securities and Exchange Commission on August 27, 2021 1933 Act File No. 333-30810 1940 Act File No. 811-09819 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM N-1A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ☒ Post-Effective Amendment No. 280 ☒ and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 ☒ Amendment No. 282 STATE STREET INSTITUTIONAL INVESTMENT TRUST One Iron Street, Boston, Massachusetts 02210 (Address of Principal Executive Offices) (617) 664-1465 (Registrants Telephone Number) Sean OMalley, Esq. Senior Vice President and Deputy General Counsel c/o SSGA Funds Management, Inc. One Iron Street Boston, Massachusetts 02210 (Name and Address of Agent for Service) Copy to: Timothy W. Diggins, Esq. Ropes & Gray LLP Prudential Tower, 800 Boylston Street Boston, Massachusetts 02199-3600 It is proposed that this filing will become effective (check appropriate box): Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document ☐ Immediately upon filing pursuant to paragraph (b) ☐ On (date) pursuant to paragraph (b) ☐ On (date) pursuant to paragraph (b) ☒ 60 days after filing pursuant to paragraph (a)(1) ☐ On (date) pursuant to paragraph (a)(1) of Rule 485. ☐ 75 days after filing pursuant to paragraph (a)(2) ☐ On (date) pursuant to paragraph (a)(2) of Rule 485. If appropriate, check the following box: ☐ This post-effective amendment designates a new effective date for a previously filed post-effective amendment. Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document SUBJECT TO COMPLETION. THE INFORMATION IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED. Prospectus Dated [ , 2021] State Street Institutional Investment Trust State Street ESG Liquid Reserves Fund Opportunity Class ([ ]) State Street Institutional Liquid Reserves Fund Opportunity Class ([ ]) State Street Institutional Treasury Money Market Fund Opportunity Class ([ ]) State Street Institutional Treasury Plus Money Market Fund Opportunity Class ([ ]) State Street Institutional U.S. Government Money Market Fund Opportunity Class ([ ]) The U.S. Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of this Prospectus. Any representation to the contrary is a criminal offense. An investment in any of the Funds offered by this Prospectus is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Each Fund may offer multiple classes of shares. This Prospectus covers only the Opportunity Class Shares of the applicable Funds. State Street ESG Liquid Reserves Fund and State Street Institutional Liquid Reserves Fund are floating net asset value money market funds. The share price of these Funds will fluctuate. None of State Street Corporation, State Street Bank and Trust Company, State Street Global Advisors, SSGA Funds Management, Inc. or their affiliates (State Street Entities) guarantee the value of your investment at $1.00 per share or any other target share price. Investors should have no expectation of capital support to the Funds from State Street Entities. Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document TABLE OF CONTENTS Fund Summaries 1 State Street ESG Liquid Reserves Fund 1 State Street Institutional Liquid Reserves Fund 9 State Street Institutional Treasury Money Market Fund 15 State Street Institutional Treasury Plus Money Market Fund 20 State Street Institutional U.S. Government Money Market Fund 25 Additional Information About Investment Objectives, Principal Strategies and Risks 31 Additional Information About Non-Principal Investment Strategies and Risks 43 Portfolio Holdings Disclosure 45 Management and Organization 46 Shareholder Information 48 Dividends, Distributions and Tax Considerations 55 Financial Intermediary Arrangements 46 Financial Highlights 59 Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document STATE STREET ESG LIQUID RESERVES FUND Investment Objective The investment objective of the State Street ESG Liquid Reserves Fund (the ESG Liquid Reserves Fund or sometimes referred to in context as the Fund) is to seek to maximize current income while giving consideration to SSGA Funds Management, Inc.s (SSGA FMs or the Advisers) environmental, social and governance (ESG) criteria, to the extent consistent with the preservation of capital and liquidity, by investing in U.S. dollar-denominated money market securities. Fees and Expenses of the Fund The table below describes the fees and expenses that you may pay if you buy, hold, and sell shares of the ESG Liquid Reserves Fund (Fund Shares). You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below. The expenses shown in the table and the Example reflect the expenses of the Fund and the Funds proportionate share of the expenses of the State Street ESG Liquid Reserves Portfolio (the ESG Liquid Reserves Portfolio or sometimes referred to in context as the Portfolio). Shareholder Fees (fees paid directly from your investment) Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) None Maximum Deferred Sales Charge (Load) (as a percentage of the lower of the sale proceeds or the original offering price) None Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) Management Fee 0.05 % Distribution and/or Shareholder Service (12b-1) Fees 0.00 % Other Expenses1 0.19 % Total Annual Fund Operating Expenses 0.24 % Less Fee Waivers and/or Expense Reimbursements2 (0.09)% Total Annual Fund Operating Expenses After Fee Waivers and/or Expense Reimbursements2 0.15 % 1 Other Expenses are based on estimates for the current fiscal year. 2 The Funds investment adviser, SSGA Funds Management, Inc. (the Adviser or SSGA FM) is contractually obligated, through April 30, 2022 (i) to waive up to the full amount of the advisory fee payable by the Fund, and/or (ii) to reimburse the Fund for expenses to the extent that Total Annual Fund Operating Expenses (exclusive of non-recurring account fees, interest, taxes, extraordinary expenses, acquired fund fees, any class-specific expenses, such as distribution, shareholder servicing, sub-transfer agency and administration fees) exceed 0.07% of average daily net assets on an annual basis (the Total Annual Fund Operating Expense Waiver). The Total Annual Fund Operating Expense Waiver may not be terminated prior to April 30, 2022 with respect to the Fund except with approval of the Funds Board of Trustees. The Adviser and its affiliates, may voluntarily reduce all or a portion of their fees and/or reimburse expenses of the Fund or a share class to the extent necessary to maintain a certain minimum net yield, which may vary from time to time and from share class to share class within the Fund, in SSGA FMs sole discretion (any such waiver or reimbursement of expenses being referred to herein as a Voluntary Reduction), or a yield below a specified level, which may vary from time to time in the Advisers sole discretion. The Fund has agreed, subject to certain limitations, to reimburse the Adviser and its affiliates for the full dollar amount of any Voluntary Reduction incurred beginning on May 1, 2020. During the fiscal year ended December 31, 2020, the Adviser and its affiliates waived fees and/or reimbursed expenses under the Voluntary Reduction. Each of the Adviser and its affiliates may, in its sole discretion, irrevocably waive receipt of any or all reimbursement amounts due from the Fund. Any future reimbursement by the Fund of the Voluntary Reduction would increase the Funds expenses and may reduce the Funds yield during such period. There is no guarantee that the Voluntary Reduction will be in effect at any given time or that the Fund will be able to avoid a negative yield. Example: This Example is intended to help you compare the cost of investing in the Fund with the cost
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