JOHN HANCOCK FUNDS II AMENDMENT TO SUBADVISORY AGREEMENT
Exhibit (d)(12)
XXXX XXXXXXX FUNDS II
AMENDMENT TO SUBADVISORY AGREEMENT
AMENDMENT made as of this 28th day of September, 2023 to the Subadvisory Agreement dated January 1, 2014, as amended (the “Agreement”), between Xxxx Xxxxxxx Investment Management LLC, (formerly, Xxxx Xxxxxxx Advisers, LLC), a Delaware limited liability company (the “Adviser”), and Manulife Investment Management (US) LLC (formerly, Xxxx Xxxxxxx Asset Management a division of Manulife Asset Management (US) LLC), a Delaware limited liability company (the “Subadviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:
1. | CHANGE IN APPENDIX A |
Appendix A of the Agreement relating to the compensation of the Subadviser is amended to change the fee aggregation for Fundamental All Cap Core Fund.
2. | EFFECTIVE DATE |
The Amendment shall become effective November 2, 2023, with respect to the Fund, following approval of the Amendment by the Board of Trustees of Xxxx Xxxxxxx Funds II.
3. | DEFINED TERMS |
Unless otherwise defined herein, capitalized terms used herein have the meanings specified in or pursuant to the Agreement.
4. | OTHER TERMS OF THE AGREEMENT |
Except as specifically amended hereby, all of the terms and conditions of the Agreement shall continue to be in full force and effect and shall be binding upon the parties in accordance with their respective terms.
(THE REMAINDER OF THIS SPACE HAS BEEN INTENTIONALLY LEFT BLANK)
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed under seal by their duly authorized officers as of the date first mentioned above.
XXXX XXXXXXX INVESTMENT MANAGEMENT LLC | ||
By: | /s/ Xxx Xxxxxxxxx | |
Name: | Xxx Xxxxxxxxx | |
Title: | Chief Investment Officer | |
MANULIFE INVESTMENT MANAGEMENT (US) LLC | ||
By: | /s/ Xxxxx Xxxxxxx | |
Name: | Xxxxx Xxxxxxx | |
Title: | President and COO |
2
APPENDIX A
The Subadviser shall serve as investment subadviser for each Portfolio of the Trust listed below. The Adviser will pay the Subadviser, as full compensation for all services provided under this Agreement with respect to each Portfolio, the fee computed separately for such Portfolio at an annual rate as follows (the “Subadviser Fee”):
Portfolio |
First $250 million of Aggregate Net Assets* |
Next $500 million of Aggregate Net Assets* |
Excess Over $750 million of Aggregate Net Assets* |
|||||||||
Emerging Markets Debt Fund |
XXX | % | XXX | % | XXX | % |
Portfolio |
First $2.5 billion of Aggregate Net Assets* |
Excess Over $2.5 billion of Aggregate Net Assets* |
||||||
Fundamental All Cap Core Fund |
XXX | % | XXX | % |
Portfolio |
First $1 billion |
Excess over $1 billion |
||||||
Fundamental Global Franchise Fund |
XXX | % | XXX | % |
Portfolio |
First $1 billion of Aggregate Net Assets* |
Excess over $1 billion of Aggregate Net Assets* |
||||||
Global Equity Fund |
XXX | % | XXX | % |
Portfolio |
First $500 million of Aggregate Net Assets* |
Next $3 Billion of Aggregate Net Assets* |
Next $4 Billion of Aggregate Net Assets* |
Next $4.5 Billion of Aggregate Net Assets* |
Excess Over $12 Billion of Aggregate Net Assets* |
|||||||||||||||
Strategic Income Opportunities Fund |
XXX | % | XXX | % | XXX | % | XXX | % | XXX | % |
Portfolio |
First $2.5 Billion of Aggregate Net Assets* |
Next $5 Billion of Aggregate Net Assets* |
Next $2.5 Billion of Aggregate Net Assets* |
Next $5 Billion of Aggregate Net Assets* |
Next $10 Billion of Aggregate Net Assets* |
Excess Over $25 Billion of Aggregate Net Assets* |
||||||||||||||||||
International Strategic Equity Allocation Fund |
XXX | % | XXX | % | XXX | % | XXX | % | XXX | % | XXX | % | ||||||||||||
Strategic Equity Allocation Fund |
XXX | % | XXX | % | XXX | % | XXX | % | XXX | % | XXX | % |
A-1
Portfolio |
First $2.5 Billion of Aggregate Net Assets* |
Next $5 Billion of Aggregate Net Assets* |
Next $2.5 Billion of Aggregate Net Assets* |
Next $5 Billion of Aggregate Net Assets* |
Next $10 Billion of Aggregate Net Assets* |
Excess Over $25 Billion of Aggregate Net Assets* |
||||||||||||||||||
U.S. Sector Rotation Fund |
XXX | % | XXX | % | XXX | % | XXX | % | XXX | % | XXX | % |
Portfolio |
All Asset Levels | |||
Alternative Asset Allocation Fund |
XXX | % |
Portfolio |
Fee on assets invested in a fund of Xxxx Xxxxxxx Funds II and
Xxxx Xxxxxxx Funds III | |
Multi-Asset High Income Fund |
XXX% - First $5 billion XXX% - Excess over $5 billion | |
Fee on other assets | ||
XXX% - First $1.5 billion XXX% - Excess over $1.5 billion |
A-2
Portfolio |
All Asset Levels | |
2010 Lifetime Blend Portfolio 2015 Lifetime Blend Portfolio 2020 Lifetime Blend Portfolio 2025 Lifetime Blend Portfolio 2030 Lifetime Blend Portfolio 2035 Lifetime Blend Portfolio 2040 Lifetime Blend Portfolio 2045 Lifetime Blend Portfolio 2050 Lifetime Blend Portfolio 2055 Lifetime Blend Portfolio 2060 Lifetime Blend Portfolio 2065 Lifetime Blend Portfolio Lifestyle Blend Aggressive Portfolio Lifestyle Blend Balanced Portfolio Lifestyle Blend Conservative Portfolio Lifestyle Blend Growth Portfolio Lifestyle Blend Moderate Portfolio 2020 Preservation Blend Portfolio 2025 Preservation Blend Portfolio 2030 Preservation Blend Portfolio 2035 Preservation Blend Portfolio 2040 Preservation Blend Portfolio 2045 Preservation Blend Portfolio 2050 Preservation Blend Portfolio 2055 Preservation Blend Portfolio 2060 Preservation Blend Portfolio 2065 Preservation Blend Portfolio Income Preservation Blend Portfolio |
XXX% |
Portfolio |
All Asset Levels | |
Multimanager 2010 Lifetime Portfolio Multimanager 2015 Lifetime Portfolio Multimanager 2020 Lifetime Portfolio Multimanager 2025 Lifetime Portfolio Multimanager 2030 Lifetime Portfolio Multimanager 2035 Lifetime Portfolio Multimanager 2040 Lifetime Portfolio Multimanager 2045 Lifetime Portfolio Multimanager 2050 Lifetime Portfolio Multimanager 2055 Lifetime Portfolio Multimanager 2060 Lifetime Portfolio Multimanager 2065 Lifetime Portfolio Multimanager Lifestyle Aggressive Portfolio Multimanager Lifestyle Balanced Portfolio Multimanager Lifestyle Conservative Portfolio Multimanager Lifestyle Growth Portfolio Multimanager Lifestyle Moderate Portfolio |
XXX% |
* | The term Aggregate Net Assets for a given day includes the net assets of a Portfolio of the Trust managed by the Subadviser. It also includes the net assets of one or more other portfolios of the Trust or other trusts as indicated below, but in each case only for the period during which the Subadviser for the Portfolio also serves as the subadviser for the other portfolio(s). For purposes of determining Aggregate Net Assets and calculating the Subadviser Fee for a given day, the net assets of the Portfolio and each other portfolio of the Trust are determined by the Custodian as of the close of business on the previous business day of the Trust, and the net assets of each portfolio of each other fund or trust are determined as of the close of business on the previous business day of that fund. |
A-3
Trust Portfolios |
Other Portfolios | |
Fundamental All Cap Core Fund | Fundamental All Cap Core Trust, a series of Xxxx Xxxxxxx Variable Insurance Trust
Xxxx Xxxxxxx Fundamental All Cap Core ETF, a series of Xxxx Xxxxxxx Exchange-Traded Fund Trust | |
Fundamental Global Franchise Fund | Not Applicable | |
Global Equity Fund | Global Trust, a series of Xxxx Xxxxxxx Variable Insurance Trust
Mutual Shares Trust, a series of Xxxx Xxxxxxx Variable Insurance Trust | |
International Strategic Equity Allocation Fund | Strategic Equity Allocation Fund, a series of the Trust
Strategic Equity Allocation Trust, a series of Xxxx Xxxxxxx Variable Insurance Trust
U.S. Strategic Equity Allocation Fund, a series of the Trust | |
Multi-Asset High Income Fund | N/A | |
Strategic Equity Allocation Fund | International Strategic Equity Allocation Fund, a series of the Trust
Strategic Equity Allocation Trust, a series of Xxxx Xxxxxxx Variable Insurance Trust
U.S. Strategic Equity Allocation Fund, a series of the Trust | |
Strategic Income Opportunities Fund | Strategic Income Opportunities Trust, a series of Xxxx Xxxxxxx Variable Insurance Trust
The SIO Sleeve of Income Allocation Fund, a series of the Trust
Strategic Income Opportunities Fund, a sub-fund of Xxxx Xxxxxxx Worldwide Investors, PLC | |
U.S. Sector Rotation Fund | International Strategic Equity Allocation Fund, a series of the Trust
Strategic Equity Allocation Fund, a series of the Trust
Strategic Equity Allocation Trust, a series of Xxxx Xxxxxxx Variable Insurance Trust |
A-4
Alternative Asset Allocation Fund Emerging Markets Debt Fund 2010 Lifetime Blend Portfolio 2015 Lifetime Blend Portfolio 2020 Lifetime Blend Portfolio 2025 Lifetime Blend Portfolio 2030 Lifetime Blend Portfolio 2035 Lifetime Blend Portfolio 2040 Lifetime Blend Portfolio 2045 Lifetime Blend Portfolio 2050 Lifetime Blend Portfolio 2055 Lifetime Blend Portfolio 2060 Lifetime Blend Portfolio 2065 Lifetime Blend Portfolio Lifestyle Blend Aggressive Portfolio Lifestyle Blend Balanced Portfolio Lifestyle Blend Conservative Portfolio Lifestyle Blend Growth Portfolio Lifestyle Blend Moderate Portfolio 2020 Preservation Blend Portfolio 2025 Preservation Blend Portfolio 2030 Preservation Blend Portfolio 2035 Preservation Blend Portfolio 2040 Preservation Blend Portfolio 2045 Preservation Blend Portfolio 2050 Preservation Blend Portfolio 2055 Preservation Blend Portfolio 2060 Preservation Blend Portfolio 2065 Preservation Blend Portfolio Income Preservation Blend Portfolio Multimanager 2010 Lifetime Portfolio Multimanager 2015 Lifetime Portfolio Multimanager 2020 Lifetime Portfolio Multimanager 2025 Lifetime Portfolio Multimanager 2030 Lifetime Portfolio Multimanager 2035 Lifetime Portfolio Multimanager 2040 Lifetime Portfolio Multimanager 2045 Lifetime Portfolio Multimanager 2050 Lifetime Portfolio Multimanager 2055 Lifetime Portfolio Multimanager 2060 Lifetime Portfolio Multimanager Lifestyle Aggressive Portfolio Multimanager Lifestyle Balanced Portfolio Multimanager Lifestyle Conservative Portfolio Multimanager Lifestyle Growth Portfolio Multimanager Lifestyle Moderate Portfolio |
Not Applicable |
A-5
The Subadviser Fee for a Portfolio shall be based on the applicable annual fee rate for the Portfolio which for each day shall be equal to (i) the sum of the amounts determined by applying the annual percentage rates in the table to the applicable portions of Aggregate Net Assets divided by (ii) Aggregate Net Assets (the “Applicable Annual Fee Rate”). The Subadviser Fee for the Portfolio shall be accrued for each calendar day, and the sum of the daily fee accruals shall be paid monthly to the Subadviser within 30 calendar days of the end of each month. The daily fee accruals will be computed by multiplying the fraction of one over the number of calendar days in the year by the Applicable Annual Fee Rate, and multiplying this product by the net assets of the Portfolio. The Adviser shall provide Subadviser with such information as Subadviser may reasonably request supporting the calculation of the fees paid to it hereunder. Fees shall be paid either by wire transfer or check, as directed by Xxxxxxxxxx.
If, with respect to any Portfolio, this Agreement becomes effective or terminates, or if the manner of determining the Applicable Annual Fee Rate changes, before the end of any month, the fee (if any) for the period from the effective date to the end of such month or from the beginning of such month to the date of termination or from the beginning of such month to the date such change, as the case may be, shall be prorated according to the proportion which such period bears to the full month in which such effectiveness or termination or change occurs.
A-6