THE MAINSTAY FUNDS MAINSTAY FUNDS TRUST MAINSTAY VP FUNDS TRUST FORM OF AMENDMENT TO THE SUBADVISORY AGREEMENT
Exhibit d 5 a
THE MAINSTAY FUNDS
MAINSTAY FUNDS TRUST
FORM OF AMENDMENT TO THE SUBADVISORY AGREEMENT
This Form of Amendment to the Subadvisory Agreement, made as of the 1st day of May, 2017 (the “Amendment”), between New York Life Investment Management LLC, a Delaware limited liability company (the “Manager”) and Cornerstone Capital Management Holdings LLC, a Delaware limited liability company (the “Subadvisor”).
WHEREAS, the parties hereto have entered into a Subadvisory Agreement dated as of October 4, 2016, as amended (the “Agreement”); and
WHEREAS, the parties hereby wish to amend Schedule A of the Agreement to reflect a revised subadvisory fee for the MainStay VP Emerging Markets Equity Portfolio.
NOW, THEREFORE, the parties agree as follows:
| (i) | Effective May 1, 2017, Schedule A is hereby amended by deleting it in its entirety and replacing it with the Schedule attached hereto. |
[The Remainder Of This Page Has Been Left Blank Intentionally.]
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their duly authorized officers and attested effective as of the date first written above.
NEW YORK LIFE INVESTMENT MANAGEMENT LLC
| Attest: | By: | |||
| Name: | Xxxxxx Xxxxx | Name: | Xxxxxxx X. Xxxxxx | |
| Title: | Director and Associate | Title: | President | |
| General Counsel |
CORNERSTONE CAPITAL MANAGEMENT HOLDINGS LLC
| Attest: | By: | |||
| Name: | Name: | |||
| Title: | Title: |
SCHEDULE A
(As of May 1, 2017)
As compensation for services provided by Subadvisor, the Manager will pay the Subadvisor and Subadvisor agrees to accept as full compensation for all services rendered hereunder, at an annual subadvisory fee equal to the following:
| Fund/PORTFOLIO | Annual Rate | |
| MainStay Funds | ||
| MainStay Common Stock Fund * | 0.275% up to $500 million; 0.2625% from $500 million to $1 billion; and 0.250% in excess of $1 billion | |
| MainStay International Equity Fund* |
0.445% up to $500 million; and 0.425% in excess of $500 million | |
| MainStay Funds Trust | ||
|
MainStay Absolute Return Multi-Strategy Fund* (portfolio sleeve)
|
0.625% on all assets | |
|
MainStay Balanced Fund* (portfolio sleeve) |
0.35% on all assets up to $1 billion; 0.325% from $1 billion to $2 billion; and 0.30% in excess of $2 billion | |
| MainStay Cornerstone Growth Fund* |
0.350% on assets up to $500 million; 0.325% on assets from $500 million to $1 billion; 0.3125% on assets from $1 billion to $2 billion; and 0.300% on assets over $2 billion | |
| MainStay Emerging Markets Opportunities Fund* | 0.55% on all assets | |
| MainStay International Opportunities Fund* | 0.55% on all assets | |
| MainStay S&P 500 Index Fund* | 0.125% on all assets up to $1 billion; 0.1125% from $1 billion to $2 billion; 0.1075% from $2 billion to $3 billion; and 0.10% in excess of $3 billion | |
| MainStay U.S. Equity Opportunities Fund* | 0.50% on all assets | |
| MainStay VP Funds Trust | ||
| MainStay VP Absolute Return Multi-Strategy Portfolio (investment sleeve)* | 0.625% | |
| MainStay VP Balanced Portfolio (investment sleeve) |
0.35% on assets up to $1 billion; and 0.30% on assets in excess of $2 billion | |
| MainStay VP Common Stock Portfolio | 0.275% on assets up to $500 million; 0.2625% on assets from $500 million to $1 billion; and 0.25% on assets in excess of $1 billion | |
| MainStay VP Cornerstone Growth Portfolio |
0.350% on assets up to $500 million; 0.325% on assets from $500 million to $1 billion; 0.300% on assets in excess of $2 billion |
| Fund/PORTFOLIO | Annual Rate | |
| MainStay VP Emerging Markets Equity Portfolio (investment sleeve) |
0.525% on assets up to $1 billion; and 0.5125% on assets in excess of $1 billion | |
| MainStay VP International Equity Portfolio | 0.445% on assets up to $500 million; 0.425% on assets in excess of $500 million | |
| MainStay VP Mid Cap Core Portfolio* | 0.425% on assets up to $1 billion; and 0.40% on assets in excess of $1 billion | |
| MainStay VP S&P 500 Index Portfolio | 0.125% on assets up to $1 billion; 0.1125% on assets from $1 billion to $2 billion; 0.1075% on assets from $2 billion to $3 billion; and 0.100% on assets in excess of $3 billion | |
| MainStay VP Small Cap Core Portfolio* | 0.425% on assets up to $1 billion; and 0.40% on assets in excess of $1 billion |
The portion of the fee based upon the average daily net assets of the respective Portfolio shall be accrued daily at the rate of 1/(number of days in calendar year) of the annual rate applied to the daily net assets of the Portfolio.
Payment will be made to the Subadvisor on a monthly basis.
* For certain Series listed above, the Manager has agreed to waive a portion of each Portfolio’s management fee or reimburse the expenses of the appropriate class of the Portfolio so that the class’ total ordinary operating expenses do not exceed certain amounts. These waivers or reimbursements may be changed with Board approval. To the extent the Manager has agreed to waive its management fee or reimburse expenses, Cornerstone Capital Management Holdings LLC, as Subadvisor for these Series, has voluntarily agreed to waive or reimburse its fee proportionately.
