AMENDMENT TO INVESTMENT MANAGEMENT AGREEMENT

AMENDMENT TO

INVESTMENT MANAGEMENT AGREEMENT

This Amendment, effective as of February 1, 2023, is to the Investment Management Agreement (the “Agreement”) made as of June 30, 2022, by and between XXXXXXXX XXXXXXXXX ETF TRUST, a Delaware statutory trust (the “Trust”), on behalf of BRANDYWINEGLOBAL- DYNAMIC US LARGE CAP VALUE ETF (the “Fund”), a series of the Trust, and FRANKLIN ADVISERS, INC., a California corporation (the “Manager”).

WITNESSETH:

WHEREAS, both the Manager and the Trust wish to amend Paragraph 4.A. of the Agreement.

            NOW, THEREFORE, in consideration of the foregoing premises, the parties hereto agree that Paragraph 4.A. of the Agreement is removed and replaced with the following:

A. For purposes of calculating such fee, the value of the net assets of the Fund shall be determined in the same manner that the Fund uses to compute the value of its net assets in connection with the determination of the net asset value of its shares, all as set forth more fully in the Fund’s current prospectus and statement of additional information. The rate of the management fee payable by the Fund shall be calculated daily at the annual rate of 0.49% of the value of its net assets.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on January 27, 2023.

XXXXXXXX XXXXXXXXX ETF TRUST on behalf of

BRANDYWINEGLOBAL-DYNAMIC U.S. LARGE CAP VALUE ETF

By: /s/ Xxxxx X. Xxxxxx

Name: Xxxxx X. Xxxxxx

Title: Vice President and Secretary

XXXXXXXX ADVISERS, INC.

By: /s/ Xxxxxxx X’Xxxxxx

Name: Xxxxxxx X’Xxxxxx

Title: Senior Vice President