AMENDMENT TO SECOND AMENDED AND RESTATED DISTRIBUTION CONTRACT
AMENDMENT TO
SECOND AMENDED AND RESTATED DISTRIBUTION CONTRACT
AMENDMENT dated May 20, 2022 to the Second Amended and Restated Distribution Contract (the “Contract”) entered into on February 14, 2017 by and between PIMCO Funds (the “Trust”) and PIMCO Investments LLC (the “Distributor”). Capitalized terms used in this Amendment without definition shall have the respective meanings given to such terms in the Contract and amendment described herein.
WHEREAS, the Distributor serves as the distributor of shares of the Trust pursuant to the Contract; and
WHEREAS, the Trust hereby adopts the Contract with respect to the Private Account Portfolio Series: PIMCO All Authority: Multi-RAE PLUS Fund (the “Portfolio”) and the Distributor hereby acknowledges that the Contract shall pertain to the Portfolio; and
WHEREAS, the parties agree to amend the Contract to add the Portfolio to Schedule A of the Contract.
NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and agreements hereinafter contained, the parties hereby agree to amend the Contract pursuant to the terms thereof, as follows:
| I. | Sale of Shares to Distributor and Sales by Distributor |
Section 3, paragraph 6 of the Contract is deleted and replaced with the following:
The Distributor agrees that shares of the Portfolios shall be distributed only in accordance with applicable exemptions of the 1933 Act, and methods consistent therewith. Prior to any investor’s purchase of Portfolio shares, except with respect to shares of the PIMCO All Asset: Multi-Real Fund, PIMCO All Asset: Multi-RAE PLUS Fund, PIMCO All Authority: Multi-RAE PLUS Fund, PIMCO All Asset: Multi-Short PLUS Fund, PIMCO Short-Term Floating NAV Portfolio III or PIMCO Short Asset Portfolio, the Distributor or its affiliate shall obtain from the investor a representation that the investor is an “accredited investor,” as defined in Regulation D under the 1933 Act, and either: (i) a “qualified purchaser” as defined in Section 2(a)(51) of the 1940 Act; or (ii) a “qualified institutional buyer,” as defined in Rule 144A(a)(1) of the 1933 Act.
| II. | Schedule A |
The Trust and the Distributor hereby agree to amend the Contract to add the Portfolio to Schedule A and to make other changes to Schedule A. Accordingly, the current Schedule A is replaced with the new Schedule A attached hereto.
| III. | Other |
Except as expressly provided herein, the Contract shall remain in full force and effect in accordance with its terms.
The parties represent and warrant that all of the representations, warranties and undertakings made in the Contract continue to be true as of the date of this Amendment and will continue in full force and effect until further notice.
The Declaration of Trust establishing the Trust, as amended and restated effective November 4, 2014, a copy of which, together with all amendments thereto (the “Declaration”), is on file in the Office of the Secretary of the Commonwealth of Massachusetts, provides that the name “PIMCO Funds” refers to the trustees under the Declaration collectively as trustees and not as individuals or personally, and that no shareholder, trustee, officer, employee or agent of the Trust shall be subject to claims against or obligations of the Trust to any extent whatsoever, but that the Trust estate only shall be liable.
| IV. | Term |
This Amendment and the Contract shall become effective with respect to the Portfolio on 20, 2022 and shall continue in effect for a period not to exceed two years from the effective date of this Amendment and shall continue thereafter on an annual basis with respect to the Portfolio only so long as such continuance is specifically approved at least annually by (a) the Trust’s Board of Trustees or, with respect to the Portfolio, by the vote of a majority of the outstanding voting securities of the Portfolio, as applicable (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”)), and (b) by the vote, cast in accordance with the provisions of the 1940 Act and the rules and any applicable Securities and Exchange Commission guidance or relief thereunder at a meeting called for the purpose, of a majority of the Trust’s Trustees who are not parties to this Contract or “interested persons” (as defined in the 0000 Xxx) of any such party. This Contract shall terminate automatically in the event of its assignment (as defined in the 1940 Act). This Contract may, in any event, be terminated at any time without the payment of any penalty, by the Portfolio or the Distributor upon not more than 60 days’ and not less than 30 days’ written notice to the other party.
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IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed in its name and behalf by its duly authorized representative as of the date first above written.
| By: |
/s/ Xxxx X. Xxxxxxx | |
| Title: |
President | |
| PIMCO INVESTMENTS LLC | ||
| By: |
/s/ Xxxx X. Xxxxxxxxxx | |
| Title: |
President | |
SCHEDULE A
Second Amended and Restated Distribution Contract
between PIMCO Funds and
PIMCO Investments LLC
May 20, 2022
This contract relates to the following Funds and Portfolios:
Funds:
| PIMCO All Asset All Authority Fund | ||
| PIMCO All Asset Fund | ||
| PIMCO California Intermediate Municipal Bond Fund | ||
| PIMCO California Municipal Bond Fund | ||
| PIMCO California Municipal Intermediate Value Fund | ||
| PIMCO California Municipal Opportunistic Value Fund | ||
| PIMCO California Short Duration Municipal Income Fund | ||
| PIMCO Climate Bond Fund | ||
| PIMCO CommoditiesPLUS® Strategy Fund | ||
| PIMCO CommodityRealReturn Strategy Fund® | ||
| PIMCO Credit Opportunities Bond Fund | ||
| PIMCO Diversified Income Fund | ||
| PIMCO Dynamic Bond Fund | ||
| PIMCO Emerging Markets Local Currency and Bond Fund | ||
| PIMCO Emerging Markets Bond Fund PIMCO Emerging Markets Corporate Bond Fund PIMCO Emerging Markets Currency and Short-Term Investments Fund | ||
| PIMCO Emerging Markets Full Spectrum Bond Fund PIMCO ESG Income Fund | ||
| PIMCO Extended Duration Fund | ||
| PIMCO Global Advantage Strategy Bond Fund | ||
| PIMCO Global Bond Opportunities Fund (U.S. Dollar-Hedged) | ||
| PIMCO Global Bond Opportunities Fund (Unhedged) | ||
| PIMCO Global Core Asset Allocation Fund | ||
| PIMCO GNMA and Government Securities Fund | ||
| PIMCO Government Money Market Fund | ||
| PIMCO High Yield Fund | ||
| PIMCO High Yield Municipal Bond Fund | ||
| PIMCO High Yield Spectrum Fund | ||
| PIMCO Income Fund | ||
| PIMCO Inflation Response Multi-Asset Fund | ||
| PIMCO International Bond Fund (U.S. Dollar-Hedged) | ||
| PIMCO International Bond Fund (Unhedged) | ||
| PIMCO Investment Grade Credit Bond Fund | ||
| PIMCO Long Duration Total Return Fund | ||
| PIMCO Long-Term Credit Bond Fund | ||
| PIMCO Long-Term Real Return Fund | ||
| PIMCO Long-Term U.S. Government Fund | ||
| PIMCO Low Duration Credit Fund |
| PIMCO Low Duration ESG Fund | ||
| PIMCO Low Duration Fund | ||
| PIMCO Low Duration Fund II | ||
| PIMCO Low Duration Income Fund | ||
| PIMCO Moderate Duration Fund | ||
| PIMCO Mortgage Opportunities and Bond Fund | ||
| PIMCO Mortgage-Backed Securities Fund | ||
| PIMCO Municipal Bond Fund | ||
| PIMCO National Intermediate Municipal Bond Fund | ||
| PIMCO National Municipal Intermediate Value Fund | ||
| PIMCO National Municipal Opportunistic Value Fund | ||
| PIMCO New York Municipal Bond Fund | ||
| PIMCO Preferred and Capital Securities Fund | ||
| PIMCO RAE Fundamental Advantage PLUS Fund | ||
| PIMCO RAE PLUS EMG Fund | ||
| PIMCO RAE PLUS Fund | ||
| PIMCO RAE PLUS International Fund | ||
| PIMCO RAE PLUS Small Fund PIMCO RAE Worldwide Long/Short PLUS Fund | ||
| PIMCO Real Return Fund | ||
| PIMCO RealEstateRealReturn Strategy Fund | ||
| PIMCO Short Asset Investment Fund | ||
| PIMCO Short Duration Municipal Income Fund | ||
| PIMCO Short-Term Fund | ||
| PIMCO StocksPLUS® Absolute Return Fund | ||
| PIMCO StocksPLUS® Fund | ||
| PIMCO StocksPLUS® International Fund (U.S. Dollar-Hedged) | ||
| PIMCO StocksPLUS® International Fund (Unhedged) | ||
| PIMCO StocksPLUS® Long Duration Fund | ||
| PIMCO StocksPLUS® Short Fund | ||
| PIMCO StocksPLUS® Small Fund | ||
| PIMCO Strategic Bond Fund | ||
| PIMCO Total Return ESG Fund | ||
| PIMCO Total Return Fund | ||
| PIMCO Total Return Fund II | ||
| PIMCO Total Return Fund IV | ||
| PIMCO TRENDS Managed Futures Strategy Fund |
Portfolios:
| PIMCO ABS and Short-Term Investments Portfolio PIMCO All Asset: Multi-RAE PLUS Fund PIMCO All Authority: Multi-RAE PLUS Fund PIMCO All Asset: Multi-Real Fund PIMCO All Asset: Multi-Short PLUS Fund | ||
| PIMCO XX Xxxx and Short-Term Investments Portfolio | ||
| PIMCO High Yield and Short-Term Investments Portfolio | ||
| PIMCO International Portfolio | ||
| PIMCO Investment Grade Credit Bond Portfolio | ||
| PIMCO Long Duration Credit Bond Portfolio | ||
| PIMCO Low Duration Portfolio |
| PIMCO Moderate Duration Portfolio | ||
| PIMCO Mortgage and Short-Term Investments Portfolio | ||
| PIMCO Municipal Portfolio | ||
| PIMCO Real Return Portfolio PIMCO Sector Fund Series – AH PIMCO Sector Fund Series – AI PIMCO Sector Fund Series – AM PIMCO Sector Fund Series – BC PIMCO Sector Fund Series – BL PIMCO Sector Fund Series – EE PIMCO Sector Fund Series – H PIMCO Sector Fund Series – I | ||
| PIMCO Short Asset Portfolio | ||
| PIMCO Short-Term Floating NAV Portfolio II | ||
| PIMCO Short-Term Floating NAV Portfolio III | ||
| PIMCO Short-Term Portfolio | ||
| PIMCO U.S. Government and Short-Term Investments Portfolio |
