AMENDMENT NO. 4 TO THE SUBADVISORY AGREEMENT
This AMENDMENT NO. 4 to the SUBADVISORY AGREEMENT is dated as of January 23, 2012, by and
between SUNAMERICA ASSET MANAGEMENT CORP., a Delaware corporation (the “Adviser”), and
ALLIANCEBERNSTEIN L.P. (the “Subadviser”).
WITNESSETH:
WHEREAS, the Adviser and SunAmerica Series Trust, a Massachusetts business trust (the
“Trust”), have entered into an Investment Advisory and Management Agreement dated as of January 1,
1999, as amended from time to time (the “Advisory Agreement”), pursuant to which the Adviser has
agreed to provide investment management, advisory and administrative services to the Trust, and
pursuant to it which the Adviser may delegate one or more of its duties to a subadviser pursuant to
a written subadvisory agreement;
WHEREAS, the Adviser and the Subadviser are parties to a Subadvisory Agreement dated January
1, 1999, as amended from time to time (the “Subadvisory Agreement”), pursuant to which the
Subadviser furnishes investment advisory services to certain series (the “Portfolios”) of the
Trust, as listed on Schedule A of the Subadvisory Agreement;
WHEREAS, the Board of Trustees of the Trust has approved this Amendment to the Subadvisory
Agreement and it is not required to be approved by the shareholders of the Portfolios.
NOW, THEREFORE, it is hereby agreed between the parties hereto as follows:
| 1. Schedule A to the Subadvisory Agreement is hereby amended to reflect the amended fees with respect to the SunAmerica Series Trust SunAmerica Dynamic Allocation Portfolio. Schedule A is also attached hereto. | |||
| Annual Fee | ||
| (as a percentage of the average | ||
| daily net assets the Subadviser | ||
| Portfolio(s) | manages in the portfolio) | |
SunAmerica Dynamic Allocation Portfolio
|
0.18% on the first $500 million | |
| 0.15% on the next $1 billion | ||
| 0.13% over $1.5 billion |
| Subadviser shall manage the SunAmerica Dynamic Allocation Portfolio assets and shall be compensated as noted above. |
| 2. Counterparts. This Amendment may be executed in two or more counterparts, each of which shall be an original and all of which together shall constitute one instrument. | |||
3. Full Force and Effect. Except as expressly supplemented, amended or consented to
hereby, all of the representations, warranties, terms, covenants, and conditions of the
Subadvisory Agreement shall remain unchanged and shall continue to be in full force and
effect.
4.
Miscellaneous. Capitalized terms used but not defined herein shall have the
meanings assigned to them in the Subadvisory Agreement.
IN WITNESS WHEREOF, the parties have caused their respective duly authorized officers to
execute this Agreement as of the date first above written.
| SUNAMERICA ASSET MANAGEMENT CORP. |
||||
| By: | //s// XXXXX X. XXXXXXX | |||
| Name: | Xxxxx X. Xxxxxxx | |||
| Title: | President & CEO | |||
| ALLIANCEBERNSTEIN L.P. |
||||
| By: | //s// XXXXXXXX X. XXXX | |||
| Name: | Xxxxxxxx X. Xxxx | |||
| Title: | Assistant Secretary | |||
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SCHEDULE A
Effective January 23, 2012
| Annual Fee | ||
| (as a percentage of the average | ||
| daily net assets the Subadviser | ||
| Portfolios | manages in the portfolio) | |
Alliance Growth Portfolio
|
0.35% on the first $50 million | |
| 0.30% on the next $100 million | ||
| 0.25% over $150 million | ||
Small & Mid Cap Value Portfolio
|
0.50% on first $250 million | |
| 0.45% over $250 million | ||
SunAmerica Dynamic Allocation Portfolio
|
0.18% on the first $500 million | |
| 0.15% on the next $1 billion | ||
| 0.13% over $1.5 billion |
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