Between Jackson National Asset Management, LLC and Newton Investment Management North America, LLC

 Ex. 99.28(d)(38)(iv)

Amendment

to Sub-Advisory Agreement

Between Xxxxxxx National Asset Management, LLC and

Xxxxxx Investment Management North America, LLC

This Amendment is made by and between Xxxxxxx National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and Xxxxxx Investment Management North America, LLC, a Delaware corporation and registered investment adviser (the “Sub-Adviser”).

Whereas, the Adviser and the Sub-Adviser (the “Parties”) entered into a Sub-Advisory Agreement effective as of September 13, 2021 wherein the September 1, 2021 Agreement, as amended, was incorporated by reference (the “Agreement”), whereby the Adviser appointed the Sub-Adviser to provide certain sub-investment advisory services to certain investment portfolios (each, a “Fund”) of JNL Series Trust (the “Trust”), as listed on Schedule A to the Agreement.

Whereas, pursuant to the Agreement, the Adviser agreed to pay sub-advisory fees as set forth on Schedule B to the Agreement to the Sub-Adviser for the services provided and the expenses assumed by the Sub-Adviser, and the Sub-Adviser agreed to accept such sub-advisory fees as full compensation under the Agreement for such services and expenses.

Whereas, the Board of Trustees of the Trust approved a Fund name change for the JNL/Mellon Equity Income Fund, renaming the Fund the JNL/Xxxxxx Equity Income Fund.

Whereas, the Parties have agreed to amend Schedule A and Schedule B of the Agreement to update the Fund name, as outlined above.

Now Therefore, in consideration of the mutual covenants herein contained, the Parties hereby agree to amend the Agreement as follows:

1) Schedule A to the Agreement is hereby deleted and replaced in its entirety with Schedule A dated April 25, 2022, attached hereto.

2) Schedule B to the Agreement is hereby deleted and replaced in its entirety with Schedule B dated April 25, 2022, attached hereto.

3) Except as specifically amended hereby, the Agreement shall remain in full force and effect in accordance with its terms.

4) Each of the Parties represents and warrants to the others that it has full authority to enter into this Amendment upon the terms and conditions hereof and that the individual executing this Amendment is duly authorized to bind the respective party to this Amendment.

5) This Amendment may be executed in one or more counterparts, which together shall constitute one document.

In Witness Whereof, the Parties have caused this Amendment to be executed, effective April 25, 2022.

Xxxxxxx National Asset Management, LLC			Xxxxxx Investment Management North America, LLC
By:	/s/ Xxxxx X. Xxxxxxx		By:	/s/ Xxxxxxx Xxxxxxx
Name:	Xxxxx X. Xxxxxxx		Name:	Xxxxxxx Xxxxxxx
Title:	AVP and Deputy General Counsel		Title:	CEO

Schedule A

Dated April 25, 2022

Fund

JNL/Xxxxxx Equity Income Fund

A-1

Schedule B

Dated April 25, 2022

(Compensation)

JNL/Xxxxxx Equity Income Fund
Average Daily Net Assets	Annual Rate
$0 to $100 Million	0.25%
$100 Million to $200 Million	0.20%
Over $200 Million	0.15%

B-1