AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT
Execution Version
AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT
AMENDMENT made as of December 11, 2023 (the "Effective Date") to that certain Transfer Agency and Service Agreement dated as of March 24, 2022, as amended from time to time, between each Trust (hereinafter each a "Trust", and collectively the "Trusts" as applicable) listed on Appendix A thereto on behalf of it series listed on Appendix A (each a "PGIM ETF") (as such Appendix be amended from time to time) and THE BANK OF NEW YORK MELLON, a New York corporation authorized to do a banking business having its principal office and place of business at 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (the "Bank") (such Transfer Agency and Service Agreement, as amended, hereinafter referred to as the "Transfer Agency and Service Agreement"). Capitalized terms not otherwise defined herein shall have the meaning assigned to them pursuant to the Custody Agreement.
WHEREAS, the parties wish to amend the Transfer Agency and Service Agreement to add certain Trusts, as parties to the Transfer Agency and Service Agreement;
WHEREAS, the parties wish to amend the Transfer Agency and Service Agreement to add to each PGIM ETF which will ordinarily issue for purchase and redeem shares of the Trust (the "Shares") only in aggregations of Shares known as "Creation Units" as set out on Appendix B (each a "Creation Unit");
NOW, THEREFORE, for and in consideration of the mutual promises hereinafter set forth, the parties hereto agree as follows:
1.Appendix A and Appendix B of the Transfer Agency and Service Agreement shall be amended as set forth in Exhibit I to this Amendment, attached hereto and made a part hereof.
2.Each party represents to the other that this Amendment has been duly executed.
3.Appendix A and Appendix B of the Transfer Agency and Service Agreement, as amended by Exhibit I to this Amendment, shall become effective for each Trust as of the date of first service as listed in Exhibit I hereto upon execution by the parties hereto. From and after the execution hereof, any reference to the Transfer Agency and Service Agreement shall be a reference to the Transfer Agency and Service Agreement as amended hereby. Except as amended hereby, the Transfer Agency and Service Agreement shall remain in full force and effect.
4.The parties expressly agree that this Amendment shall terminate upon the effective date of the termination of the Transfer Agency and Service Agreement.
5.The parties expressly agree that this Amendment may be executed in one or more counterparts and expressly agree that such execution may occur by manual signature on a physically delivered copy of this Amendment, by a manual signature on a copy of this Amendment transmitted by facsimile transmission, by a manual signature on a copy of this Amendment transmitted as an imaged document attached to an email, or by "Electronic Signature", which is hereby defined to mean inserting an image, representation or symbol of a signature into an electronic copy of this Amendment by electronic, digital or other technological methods. Each counterpart executed in accordance with the foregoing shall be deemed an original, with all such counterparts together constituting one and the same instrument. The exchange of executed counterparts of this Amendment or of executed signature pages to counterparts of this Amendment, in either case by facsimile transmission or as an imaged document attached to an email transmission, shall constitute effective execution and delivery of this Amendment and may be used for all purposes in lieu of a manually executed and physically delivered copy of this Amendment.
6.If any provision of the Agreement including this Amendment is found to be invalid, illegal or unenforceable, no other provision of the Agreement or this Amendment shall be affected, and all other provisions shall be enforced to the full extent of the law.
7.This Amendment shall be governed by the laws of the State of New York, without regard to its principles of conflicts of laws.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their duly authorized officers and their seals to be hereunto affixed, all as of the Effective Date. An authorized representative, if executing this Amendment by Electronic Signature, affirms authorization to execute this Amendment by Electronic Signature and that the Electronic Signature represents an intent to enter into this Amendment and an agreement with its terms.
EACH FUND LISTED ON
EXHIBIT I HERETO
By: |
/s/ Xxxxx XxXxxxxxxx |
Name: |
Xxxxx XxXxxxxxxx |
Title: |
Authorized Signatory |
THE BANK OF NEW YORK MELLON
By: |
/s/ Xxxxxxx Xxxxx |
Name: |
Xxxxxxx Xxxxx |
Title: |
Senior Relationship Manager |
2
APPENDIX A
SCHEDULE A TO THE TRANSFER AGENCY AND SERVICE AGREEMENT
EXCHANGE TRADED FUNDS
|
|
Date of First |
XXX/Fund Name |
Former Name |
Service |
|
6/3/22 | |
PGIM Ultra Short Bond ETF |
|
6/3/22 |
PGIM Active High Yield Bond ETF |
|
6/3/22 |
PGIM Active Aggregate Bond ETF |
|
6/3/22 |
PGIM Total Return Bond ETF |
|
6/3/22 |
PGIM Floating Rate Income ETF |
|
5/17/22 |
PGIM Portfolio Ballast ETF |
|
12/12/22 |
PGIM Xxxxxxxx Focused Growth ETF |
|
12/12/22 |
PGIM Xxxxxxxx Focused Value ETF |
|
12/12/22 |
PGIM AAA CLO ETF |
|
7/19/23 |
PGIM Short Duration Multi-Sector Bond ETF |
|
7/19/23 |
PGIM Xxxxxxxx Focused Mid-Cap ETF |
|
12/11/23 |
PGIM Xxxxxxxx Better Future ETF |
|
12/11/23 |
PGIM Xxxxxxxx International Opportunities ETF |
|
12/11/23 |
PGIM Short Duration High Yield ETF |
|
12/11/23 |
|
|
|
PGIM Rock ETF Trust |
|
|
PGIM US Large-Cap Buffer 12 ETF – January |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – February |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – March |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – April |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – May |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – June |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – July |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – August |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – September |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – October |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – November |
|
10/15/23 |
PGIM US Large-Cap Buffer 12 ETF – December |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – January |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – February |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – March |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – April |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – May |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – June |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – July |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – August |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – September |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – October |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – November |
|
10/15/23 |
PGIM US Large-Cap Buffer 20 ETF – December |
|
10/15/23 |
3
APPENDIX B |
|
Creation Units |
|
|
|
Name of PGIM ETF |
Size of Creation Unit |
|
|
PGIM Active Aggregate Bond ETF |
25,000 shares |
|
|
PGIM Active High Yield Bond ETF |
25,000 shares |
|
|
PGIM Floating Rate Income ETF |
25,000 shares |
|
|
PGIM Total Return Bond ETF |
25,000 shares |
|
|
PGIM Ultra Short Bond ETF |
25,000 shares |
|
|
PGIM Portfolio Ballast ETF |
20,000 shares |
|
|
PGIM Xxxxxxxx Focused Growth ETF |
10,000 shares |
|
|
PGIM Xxxxxxxx Focused Value ETF |
10,000 shares |
|
|
PGIM AAA CLO ETF |
25,000 shares |
|
|
PGIM Short Duration Multi-Sector Bond ETF |
25,000 shares |
|
|
PGIM Xxxxxxxx Focused Mid-Cap ETF |
10,000 shares |
|
|
PGIM Xxxxxxxx Better Future ETF |
10,000 shares |
|
|
PGIM Xxxxxxxx International Opportunities ETF |
10,000 shares |
|
|
PGIM Short Duration High Yield ETF |
25,000 shares |
|
|
PGIM US Large-Cap Buffer 12 ETF – January |
20,000 shares |
|
|
PGIM US Large-Cap Buffer 12 ETF – February |
20,000 shares |
|
|
PGIM US Large-Cap Buffer 12 ETF – March |
20,000 shares |
|
|
PGIM US Large-Cap Buffer 12 ETF – April |
20,000 shares |
|
|
PGIM US Large-Cap Buffer 12 ETF – May |
20,000 shares |
|
|
PGIM US Large-Cap Buffer 12 ETF – June |
20,000 shares |
|
|
PGIM US Large-Cap Buffer 12 ETF – July |
20,000 shares |
|
|
PGIM US Large-Cap Buffer 12 ETF – August |
20,000 shares |
|
|
PGIM US Large-Cap Buffer 12 ETF – September |
20,000 shares |
|
|
4 |
|
PGIM US Large-Cap Buffer 12 ETF – October |
20,000 shares | |
|
| |
PGIM US Large-Cap Buffer 12 ETF – November |
20,000 shares | |
|
| |
PGIM US Large-Cap Buffer 12 ETF – December |
20,000 shares | |
|
| |
PGIM US Large-Cap Buffer 20 ETF – January |
20,000 shares | |
|
| |
PGIM US Large-Cap Buffer 20 ETF – February |
20,000 shares | |
|
| |
PGIM US Large-Cap Buffer 20 ETF – March |
20,000 shares | |
|
| |
PGIM US Large-Cap Buffer 20 ETF – April |
20,000 shares | |
|
| |
PGIM US Large-Cap Buffer 20 ETF – May |
20,000 shares | |
|
| |
PGIM US Large-Cap Buffer 20 ETF – June |
20,000 shares | |
|
| |
PGIM US Large-Cap Buffer 20 ETF – July |
20,000 shares | |
|
| |
PGIM US Large-Cap Buffer 20 ETF – August |
20,000 shares | |
|
|
|
PGIM US Large-Cap Buffer 20 |
ETF – September |
20,000 shares |
|
|
|
PGIM US Large-Cap Buffer 20 |
ETF – October |
20,000 shares |
|
|
|
PGIM US Large-Cap Buffer 20 |
ETF – November |
20,000 shares |
|
|
|
PGIM US Large-Cap Buffer 20 |
ETF – December |
20,000 shares |
|
|
|
5
