THIRD AMENDMENT TO THE DISTRIBUTION AGREEMENT BETWEEN PPM FUNDS AND JACKSON NATIONAL LIFE DISTRIBUTORS LLC

EX 99.28(e)(1)(iv)

THIRD AMENDMENT TO

THE DISTRIBUTION AGREEMENT

BETWEEN PPM FUNDS AND

XXXXXXX NATIONAL LIFE DISTRIBUTORS LLC

This Amendment is made as of December 31, 2020 (the “Effective Date”) and amends Schedule A to the Distribution Agreement dated February 15, 2018 and amended and restated on September 18, 2019 and November 20, 2019 (the “Agreement”) between PPM Funds, a Massachusetts business trust (the “Trust”) and Xxxxxxx National Life Distributors LLC (“JNLD”). All terms not otherwise defined herein shall have the same meanings ascribed in the Agreement.

Whereas, the Trust is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company and has established several separate series of shares (each, a “Fund”), with each Fund having its own assets and investment policies;

Whereas, the Board of Trustees of the Trust has approved the liquidation and termination of the following Funds (the “Liquidated Funds”), effective October 6, 2020 (collectively, the “Fund Liquidations”):

1) PPM Floating Rate Income Fund;

2) PPM Long Short Credit Fund;

3) PPM Large Cap Value Fund; and

4) PPM Small Cap Value Fund.

Whereas, pursuant to the Board approval of the Fund Liquidations, as outlined above, the Parties have agreed to amend the Agreement, effective December 31, 2020, to update Schedule A to remove the Liquidated Funds.

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 the Amended and Restated Schedule A dated December 31, 2020, attached hereto.

2. 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.

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

In Witness Whereof, the parties hereto have caused this Agreement to be signed by their respective officers thereunto duly authorized and their respective seals to be hereunto affixed, as of the day and year first above written.

PPM Funds

By: /s/ Xxxx Xxxxxxx

Name: Xxxx Xxxxxxx

Title:      President and Chief Executive Officer

Xxxxxxx National Life Distributors LLC

By: /s/ Xxxxx Xxxxx

Name: Xxxxx Xxxxx

Title: General Counsel

Amended and Restated

Schedule A

Effective December 31, 2020

List of Funds  

PPM Core Fixed Income Fund

PPM Core Plus Fixed Income Fund

PPM High Yield Core Fund

PPM Investment Grade Credit Fund

PPM Small Cap Value Fund