AMENDMENT
Exhibit 99.(k)(3)(a)
Execution Version
AMENDMENT
Amendment made as of March 30, 2022 to that certain Fund Administration and Accounting Agreement dated as of February 3, 2006, as amended from time to time, between each Fund listed on the attached Schedule A thereto, including any series thereof (collectively, the “Funds”) and The Bank of New York Mellon (formerly, The Bank of New York) (“BNY”) (such Fund Administration and Accounting Agreement, as amended, hereinafter referred to as the “Accounting Agreement”). Capitalized terms not otherwise defined herein shall have the meaning assigned to them pursuant to the Accounting Agreement.
WHEREAS, the parties wish to amend the Accounting Agreement to add the PGIM Private Real Estate Fund, Inc. as a party to the Accounting Agreement;
NOW, THEREFORE, for and in consideration of the mutual promises hereinafter set forth, the parties hereto agree as follows:
1. Schedule A of the Accounting 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. 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.
4. Schedule A of the Fund Administration and Accounting Agreement, as amended by Exhibit I to this Amendment, shall become effective for each Fund 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 Accounting Agreement shall be a reference to the Accounting Agreement as amended hereby. Except as amended hereby, the Accounting Agreement shall remain in full force and effect.
5. 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.
6. 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 representatives, as of the day and year first above written. 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/ Xxxxxxxxx Xxxxx | |
| Name: | Xxxxxxxxx Xxxxx | |
| Title: | Treasurer | |
| THE BANK OF NEW YORK MELLON | ||
| By: | /s/ Xxxxxxx Xxxxx | |
| Name: | Xxxxxxx Xxxxx | |
| Title: | Vice President | |
2
Exhibit I
SCHEDULE A TO THE ACCOUNTING AGREEMENT
INSURANCE FUNDS
| RIC/Fund Name | Former Name | Date of First Service |
|
Advanced Series Trust |
||
| AST AllianzGI World Trends Portfolios | AST RCM World Trends Portfolio and AST Moderate Asset Allocation Portfolio | 3/1/13 |
| AST American Funds Growth Allocation Portfolio | 4/5/18 | |
| AST BlackRock 60/40 Target Allocation ETF Portfolio | 12/11/18 | |
| AST BlackRock 80/20 Target Allocation ETF Portfolio | 12/11/18 | |
| AST BlackRock Corporate Bond Portfolio | 7/1/19 | |
| AST BlackRock Low Duration Bond Portfolio | PIMCO Limited Maturity Bond Portfolio | 7/1/15 |
| AST BlackRock/Xxxxxx Xxxxxx Bond Portfolio | 1/1/15 | |
| AST Bond Portfolio 2021 | 12/31/09 | |
| AST Bond Portfolio 2022 | 12/31/10 | |
| AST Bond Portfolio 2023 | 12/28/11 | |
| AST Bond Portfolio 2024 | 11/14/12 | |
| AST Bond Portfolio 2025 | 12/5/13 | |
| AST Bond Portfolio 2026 | 1/2/15 | |
| AST Bond Portfolio 2027 | 12/21/15 | |
| AST Bond Portfolio 2028 | 12/15/16 | |
| AST Bond Portfolio 2029 | 12/1/17 | |
| AST Bond Portfolio 2030 | 12/11/18 | |
| AST Bond Portfolio 2031 | 12/2/19 | |
| AST Bond Portfolio 2032 | ` | 12/11/20 |
| AST Bond Portfolio 2033 | 12/1/21 | |
| AST ClearBridge Dividend Growth Portfolio | 2/1/13 | |
| AST Dimensional Global Core Allocation Portfolio | 11/18/2019 | |
| AST Fidelity Institutional AM® Quantitative Portfolio | AST FI Pyramis Quantitative Portfolio and AST First Trust Balanced Target Portfolio | 2/1/14 |
| AST Global Bond Portfolio | AST Wellington Management Global Bond Portfolio | 7/8/15 |
| AST Investment Grade Bond Portfolio | 1/28/08 | |
| AST Xxxxxxxx Large-Cap Growth Portfolio | 9/25/09 | |
| AST Large-Cap Core Portfolio | AST QMA Large-Cap Portfolio | 4/1/13 |
| AST Franklin 85/15 Diversified Allocation Portfolio | AST Xxxx Xxxxx Diversified Growth Portfolio | 7/1/14 |
| AST MFS Growth Allocation Portfolio | AST New Discovery Asset Allocation Portfolio | 3/25/12 |
| AST MFS Large-Cap Value Portfolio | 8/20/12 | |
| AST Multi-Sector Fixed-Income Portfolio | AST Long Duration Bond Portfolio | 2/25/13 |
| AST PIMCO Corporate Bond Portfolio | 7/1/19 | |
| AST Prudential Core Bond Portfolio | 10/5/11 |
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| AST Prudential Corporate Bond Portfolio | 7/1/19 | |
| AST Prudential Flexible Multi-Strategy Portfolio | 4/15/14 | |
| AST QMA International Core Equity Portfolio | 1/5/15 | |
| AST QMA US Equity Alpha Portfolio | 4/1/13 | |
| AST Small-Cap Growth Opportunities Portfolio | 11/1/14 | |
| AST X. Xxxx Price Corporate Bond Portfolio | 7/1/19 | |
| AST X. Xxxx Price Diversified Real Growth Portfolio | 4/15/14 | |
| AST X. Xxxx Price Growth Opportunities Portfolio | 12/5/13 | |
| AST X. Xxxx Price Large-Cap Value Portfolio | AST Value Equity Portfolio and AST Xxxxxxx Large-Cap Value Portfolio | 10/1/16 |
| AST Wellington Management Hedged Equity Portfolio | AST Aggressive Asset Allocation Portfolio | 5/1/11 |
| AST Western Asset Core Plus Bond Portfolio | 11/1/2007 | |
| AST Western Asset Corporate Bond Portfolio | 7/1/19 | |
| AST Western Asset Emerging Markets Debt Portfolio | 8/20/12 | |
|
The Prudential Series Fund |
||
| PSF PGIM 50/50 Balanced Portfolio | Conservative Balanced Portfolio | 7/25/05 |
| PSF PGIM Total Return Bond Portfolio | Diversified Bond Portfolio | 7/25/05 |
| PSF PGIM Flexible Managed Portfolio | Flexible Managed Portfolio | 7/25/05 |
| PSF Global Portfolio | Global Portfolio | 7/25/05 |
| PSF PGIM Government Income Portfolio | Government Income Portfolio | 7/25/05 |
| PSF PGIM Government Money Market Portfolio | Government Money Market Portfolio, Money Market Portfolio | 9/12/05 |
| PSF PGIM High Yield Bond Portfolio | High Yield Bond Portfolio | 7/25/05 |
| PSF PGIM Xxxxxxxx Growth Portfolio | Xxxxxxxx Portfolio | 7/25/05 |
| PSF PGIM Xxxxxxxx Focused Blend Portfolio | Xxxxxxxx 20/20 Focus Portfolio | 7/25/05 |
| PSF Natural Resources Portfolio | Natural Resources Portfolio | 7/25/05 |
| PSF Small-Cap Stock Index Portfolio | Small Capitalization Stock Portfolio | 7/25/05 |
| PSF Stock Index Portfolio | Stock Index Portfolio | 7/25/05 |
| PSF PGIM Xxxxxxxx Value Portfolio | Value Portfolio | 7/25/05 |
| PSF Mid-Cap Growth Portfolio | SP Prudential U.S. Emerging Growth Portfolio | 7/25/05 |
|
Prudential Gibraltar Fund |
7/25/05 |
RETAIL FUNDS
| RIC/Fund Name | Former Name | Date of First Service |
|
Prudential Global Total Return Fund, Inc. |
Xxxxxx Global Total Return Fund, Inc. | |
| PGIM Global Total Return Fund | Prudential Global Total Return Fund, Prudential Global Total Return Fund, Inc. | 6/6/05 |
| PGIM Global Total Return (USD Hedged) Fund | Prudential Global Total Return (USD Hedged) Fund | 12/1/17 |
| Prudential Government Money Market Fund, Inc. | Prudential MoneyMart Assets, Inc., MoneyMart Assets, Inc. | |
| PGIM Government Money Market Fund | Prudential Government Money Market Fund, Inc. | 6/6/05 |
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|
Prudential Investment Portfolios, Inc. |
||
| PGIM Balanced Fund | Prudential Balanced Fund, Prudential Asset Allocation Fund, Xxxxxx Asset Allocation Fund, Xxxxxx Active Allocation Fund | 6/6/05 |
| PGIM Xxxxxxxx Focused Value Fund | PGIM Xxxxxxxx Equity Opportunity Fund, Prudential Xxxxxxxx Equity Opportunity Fund, Xxxxxxxx Equity Opportunity Fund | 6/27/05 |
| PGIM Xxxxxxxx Growth Fund | Prudential Xxxxxxxx Growth Fund, Xxxxxxxx Growth Fund | 6/27/05 |
|
Prudential Investment Portfolios 2 |
Xxxxxx Core Investment Fund | |
| PGIM Quant Solutions Commodity Strategies Fund |
PGIM QMA Commodity Strategies Fund Prudential Commodity Strategies Fund |
11/1/16 |
| PGIM Commodity Strategies Subsidiary, Ltd. | Prudential Commodity Strategies Subsidiary, Ltd. | 11/1/16 |
| PGIM Core Conservative Bond Fund | Prudential Core Conservative Bond Fund | 11/1/16 |
| PGIM Core Short Term Bond Fund | Prudential Core Short Term Bond Fund, Short Term Bond Series | 6/6/05 |
| PGIM Core Ultra Short Bond Fund | Prudential Core Ultra Short Bond Fund, Prudential Core Taxable Money Market Fund, Taxable Money Market Series | 6/6/05 |
| PGIM Institutional Money Market Fund | Prudential Institutional Money Market Fund | 7/15/16 |
| PGIM Xxxxxxxx Small-Cap Core Equity Fund | Prudential Xxxxxxxx Small-Cap Core Equity Fund | 11/1/16 |
| PGIM Quant Solutions Emerging Markets Equity Fund | Prudential QMA Emerging Markets Equity Fund | 11/1/16 |
| PGIM Quant Solutions International Developed Markets Index Fund | Prudential QMA International Developed Markets Index Fund | 11/1/16 |
| PGIM Quant Solutions Mid-Cap Core Fund |
PGIM QMA Mid-Cap Core Equity Fund Prudential QMA Mid-Cap Core Equity Fund |
11/1/16 |
| PGIM Quant Solutions US Broad Market Index Fund |
PGIM QMA US Broad Market Index Fund Prudential QMA US Broad Market Index Fund |
11/1/16 |
| PGIM TIPS Fund | Prudential TIPS Fund | 11/1/16 |
| Prudential Investment Portfolios 3 | Xxxxxxxx Xxxxxx Opportunity Funds, Strategic Partners Opportunity Funds | |
| PGIM Xxxxxxxx Focused Growth Fund | Prudential Xxxxxxxx Select Growth Fund, Xxxxxxxx Select Growth Fund, Strategic Partners Focused Growth Fund | 12/9/02 |
| PGIM Quant Solutions Large-Cap Value Fund | PGIM QMA Large-Cap Value Fund | 4/1/14 |
| PGIM Strategic Bond Fund | Prudential Unconstrained Bond Fund, PGIM Unconstrained Bond Fund | 6/1/15 |
| PGIM Global Dynamic Bond Fund | Prudential Global Absolute Return Bond Fund, PGIM Global Absolute Return Bond Fund | 10/1/15 |
| PGIM Xxxxxxxx Systematic Absolute Return Fund | PGIM QMAW Systematic Absolute Return Fund | 09/28/21 |
|
Prudential Investment Portfolios 4 |
Xxxxxx Municipal Bond Fund | |
| PGIM Muni High Income Fund | Prudential Muni High Income Fund, High Income Series | 6/6/05 |
|
Prudential Investment Portfolios 5 |
Strategic Partners Style Specific Funds | |
| PGIM 60/40 Allocation Fund | 9/1/15 |
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| Prudential Day One Income Fund | 11/1/16 | |
| Prudential Day One 2015 Fund | 11/1/16 | |
| Prudential Day One 2020 Fund | 11/1/16 | |
| Prudential Day One 2025 Fund | 11/1/16 | |
| Prudential Day One 2030 Fund | 11/1/16 | |
| Prudential Day One 2035 Fund | 11/1/16 | |
| Prudential Day One 2040 Fund | 11/1/16 | |
| Prudential Day One 2045 Fund | 11/1/16 | |
| Prudential Day One 2050 Fund | 11/1/16 | |
| Prudential Day One 2055 Fund | 11/1/16 | |
| Prudential Day One 2060 Fund | 11/1/16 | |
| Prudential Day One 2065 Fund | 12/16/19 | |
| PGIM Xxxxxxxx Diversified Growth Fund | Prudential Xxxxxxxx Diversified Growth Fund and Prudential Xxxxxxxx Conservative Growth Fund | 11/18/02 |
| PGIM Xxxxxxxx Rising Dividend Fund | Prudential Xxxxxxxx Rising Dividend Fund | 3/5/14 |
|
Prudential Investment Portfolios 6 |
Xxxxxx California Municipal Fund | |
| PGIM California Muni Income Fund | Prudential California Muni Income Fund | 9/12/05 |
|
Prudential Investment Portfolios 7 |
JennisonDryden Portfolios | |
| PGIM Xxxxxxxx Value Fund | Prudential Xxxxxxxx Value Fund | 6/27/05 |
|
Prudential Investment Portfolios 8 |
Xxxxxx Index Series Fund | |
| PGIM Quant Solutions Stock Index Fund |
PGIM QMA Stock Index Fund Prudential QMA Stock Index Fund, Prudential Stock Index Fund |
6/27/05 |
| PGIM Securitized Credit Fund | 7/1/19 | |
|
Prudential Investment Portfolios 9 |
Xxxxxx Tax-Managed Funds | |
| PGIM Absolute Return Bond Fund | Prudential Absolute Return Bond Fund | 3/30/11 |
| PGIM International Bond Fund | Prudential International Bond Fund | 11/1/16 |
| PGIM Quant Solutions Large-Cap Core Fund |
PGIM QMA Large-Cap Core Equity Fund Prudential QMA Large-Cap Core Equity Fund, Prudential Large-Cap Core Equity Fund, Xxxxxx Large-Cap Core Equity Fund |
6/27/05 |
| PGIM Select Real Estate Fund | Prudential Select Real Estate Fund | 7/7/14 |
| PGIM Real Estate Income Fund | Prudential Real Estate Income Fund | 6/1/15 |
|
Prudential Investment Portfolios 12 |
Prudential Global Real Estate Fund | |
| PGIM Short Duration Muni Fund | PGIM Short Duration Muni High Income Fund, Prudential Short Duration Muni High Income Fund | 5/28/14 |
| PGIM Xxxxxxxx Technology Fund | 6/18/18 | |
| PGIM Xxxxxxxx NextGeneration Global Opportunities Fund | 09/14/21 | |
| PGIM Xxxxxxxx International Small-Mid Cap Opportunities Fund | 09/14/21 | |
|
Prudential Investment Portfolios, Inc. 14 |
Prudential Government Income Fund, Inc. |
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| PGIM Government Income Fund | Prudential Government Income Fund, Xxxxxx Government Income Fund, Inc. | 7/25/05 |
| PGIM Floating Rate Income Fund | Prudential Floating Rate Income Fund | 3/30/11 |
| Prudential Investment Portfolios, Inc. 15 | Prudential High Yield Fund, Inc., Xxxxxx High Yield Fund, Inc. | |
| PGIM Short Duration High Yield Income Fund | Prudential Short Duration High Yield Income Fund | 9/24/12 |
| PGIM High Yield Fund | Prudential High Yield Fund | 7/25/05 |
| PGIM ESG High Yield Fund | 12/8/21 | |
| Prudential Investment Portfolios 16 | ||
| PGIM Income Build Fund | 12/30/15 | |
| Prudential Investment Portfolios, Inc. 17 | Prudential Total Return Bond Fund, Inc., Xxxxxx Total Return Bond Fund, Inc. | |
| PGIM Total Return Bond Fund | Prudential Total Return Bond Fund | 7/25/05 |
| PGIM Short Duration Multi-Sector Bond Fund | Prudential Short Duration Multi-Sector Bond Fund | 12/5/13 |
| PGIM ESG Total Return Bond Fund | 09/30/21 | |
| Prudential Investment Portfolios 18 | Prudential Xxxxxxxx 20/20 Focus Fund, Xxxxxxxx 20/20 Focus Fund | 6/27/05 |
| PGIM Xxxxxxxx MLP Fund | Prudential Xxxxxxxx MLP Fund | 12/5/13 |
| Prudential Xxxxxxxx Blend Fund, Inc | Xxxxxxxx Blend Fund, Inc., Strategic Partners Equity Fund, Inc. | |
| PGIM Xxxxxxxx Blend Fund | Prudential Xxxxxxxx Blend Fund, Inc | 9/12/05 |
| Prudential Xxxxxxxx Mid-Cap Growth Fund, Inc. | Xxxxxxxx Mid-Cap Growth Fund, Inc., Xxxxxxxx U.S. Emerging Growth Fund, Inc. | |
| PGIM Xxxxxxxx Mid-Cap Growth Fund | Prudential Xxxxxxxx Mid-Cap Growth Fund, Inc. | 6/27/05 |
|
Prudential Xxxxxxxx Natural Resources Fund, Inc. |
Xxxxxxxx Natural Resources Fund, Inc. | |
| PGIM Xxxxxxxx Natural Resources Fund | Prudential Xxxxxxxx Natural Resources Fund, Inc. | 6/27/05 |
|
Prudential Xxxxxxxx Small Company Fund, Inc. |
Xxxxxxxx Small Company Fund, Inc. | |
| PGIM Xxxxxxxx Small Company Fund | Prudential Xxxxxxxx Small Company Fund, Inc. | 6/27/05 |
|
Prudential National Muni Fund, Inc. |
Xxxxxx National Municipals Fund, Inc. | |
| PGIM National Muni Fund | Prudential National Muni Fund, Inc. | 9/12/05 |
|
Prudential Sector Funds |
Xxxxxxxx Sector Funds, Inc. | |
| PGIM Xxxxxxxx Financial Services Fund | Prudential Xxxxxxxx Financial Services Fund and Prudential Financial Services Fund | 6/27/05 |
| PGIM Xxxxxxxx Health Sciences Fund | Prudential Health Sciences Fund d/b/a Prudential Xxxxxxxx Health Sciences Fund, Xxxxxxxx Health Sciences Fund | 6/27/05 |
| PGIM Xxxxxxxx Utility Fund | Prudential Utility Fund d/b/a Prudential Xxxxxxxx Utility Fund, Xxxxxxxx Utility Fund | 6/27/05 |
|
Prudential Short-Term Corporate Bond Fund, Inc. |
Xxxxxx Short-Term Bond Fund, Inc. | |
| PGIM Short-Term Corporate Bond Fund | Prudential Short-Term Corporate Bond Fund, Inc. | 6/6/05 |
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|
Prudential World Fund, Inc. |
||
| PGIM Emerging Markets Debt Local Currency Fund | Prudential Emerging Markets Debt Local Currency Fund | 3/30/11 |
| PGIM Emerging Markets Debt Hard Currency Fund | Prudential Emerging Markets Debt Hard Currency Fund | 12/1/17 |
| PGIM Quant Solutions International Equity Fund |
PGIM QMA International Equity Fund Prudential QMA International Equity, Fund Prudential International Equity Fund |
6/6/05 |
| PGIM Xxxxxxxx Emerging Markets Equity Opportunities Fund | Prudential Xxxxxxxx Emerging Markets Equity Fund | 9/3/14 |
| PGIM Xxxxxxxx Global Infrastructure Fund | Prudential Xxxxxxxx Global Infrastructure Fund | 8/12/13 |
| PGIM Xxxxxxxx Global Opportunities Fund | Prudential Xxxxxxxx Global Opportunities Fund | 3/14/12 |
| PGIM Xxxxxxxx International Opportunities Fund | Prudential Xxxxxxxx International Opportunities Fund | 6/5/12 |
|
The Target Portfolio Trust |
||
| PGIM Corporate Bond Fund | 5/1/15 | |
| PGIM Quant Solutions Small Cap Value | 9/1/2017 | |
| PGIM Core Bond Fund | 2/1/15 |
CLOSED END FUNDS
| RIC/Fund Name | Former Name | Date of First Service |
| PGIM High Yield Bond Fund, Inc. | Prudential Short Duration High Yield Fund, Inc. | 3/8/12 |
| PGIM Global High Yield Fund, Inc. | Prudential Global Short Duration High Yield Fund, Inc. | 9/24/12 |
| PGIM Short Duration High Yield Opportunities Fund | 10/9/20 | |
| PGIM Private Real Estate Fund, Inc. | 3/30/2022 |
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