PRINCIPAL FUNDS, INC.
SUB-ADVISORY AGREEMENT AMENDMENT
YORK REGISTERED HOLDINGS, L.P.
This AMENDMENT to the Sub-Advisory Agreement
between Principal Management Corporation (the "Manager")
and YORK REGISTERED HOLDINGS, L.P. (the "Sub-
Adviser"), executed as of July 23, 2013, (t he "Sub-Advisory
Agreement") with respect to Global Multi-Strategy Fund, is
effective as of July 1, 2015.
1. This Amendment hereby replaces Section 11(f)
of the Sub-Advisory Agreement in its entirety
with the following:
The Sub-Advisor acknowledges Manager's
representation that the Global Multi-Strategy
Fund series does not rely on the exclusion from
the definition of "commodity pool operator"
under Section 4.5 of the General Regulations
under the Commodity Exchange Act (the CEA).
The Sub-Advisor represents that it is a commodity
trading advisor duly registered with the
Commodity Futures Trading Commission and is a
member in good standing of the National Futures
Association (the NFA) or is relying on an
exemption from registration as a commodity
trading advisor. As applicable, the Sub-Advisor
shall maintain such registration and membership
in good standing or continue to qualify for an
exemption from registration as a commodity
trading advisor during the term of this Agreement.
Further, the Sub-Advisor agrees to notify the
Manager within a commercially reasonable time
upon (i) a statutory disqualification of the Sub-
Advisor under Sections 8a(2) or 8a(3) of the CEA,
(ii) a suspension, revocation or limitation of the
Sub-Advisor's commodity trading advisor
registration or NFA membership, or (iii) the
institution of an action or proceeding that could
lead to a statutory disqualification under the CEA
or an investigation by any governmental agency
or self-regulatory organization of which the Sub-
Advisor is subject or has been advised it is a
target.
The Agreement otherwise remains in full force and
effect. In the event of a conflict between this
Amendment and the Sub-Advisory Agreement or any
earlier amendment, the terms of this Amendment shall
prevail.
PRINCIPAL MANAGEMENT
CORPORATION
YORK REGISTERED HOLDINGS,
L.P.
By: /s/ Xxxxxxx X. Beer
By: /s/ Xxxxxxx X. Xxxxxxx
PRINT NAME: Xxxxxxx X. Beer
PRINT NAME: Xxxxxxx X.
Xxxxxxx
TITLE: President & CEO
TITLE: General Counsel
DATE: 07/01/2015
DATE: June 23, 2015
