AMENDED AND RESTATED FUND ACCOUNTING AGREEMENT

AMENDED AND RESTATED

FUND ACCOUNTING AGREEMENT

THIS AGREEMENT, made as of the 7th day of June, 2012, and amended as of this 26th day of August, 2019, by and between Hussman Investment Trust (the “Trust”), an Ohio business trust having its principal place of business at 0000 Xxxxxxxxxx Xxxxxxxxx, Xxxxx 000, Xxxxxxxx Xxxx, Xxxxxxxx 00000, and ULTIMUS FUND SOLUTIONS, LLC (“Ultimus”), a limited liability company organized under the laws of the State of Ohio and having its principal place of business at 000 Xxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxxxxx, Xxxx 00000.

WHEREAS, the Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”); and

WHEREAS, the Trust desires that Xxxxxxx perform certain fund accounting services for each series of the Trust, listed on Schedule A attached hereto and made part of this Agreement, as such Schedule A may be amended from time to time (individually referred to herein as the “Portfolio” and collectively as the “Portfolios”); and

WHEREAS, Xxxxxxx is willing to perform such services on the terms and conditions set forth in this Agreement;

NOW, THEREFORE, in consideration of the mutual premises and covenants herein set forth, the parties agree as follows:

1. RETENTION OF ULTIMUS.

The Trust hereby retains Ultimus to act as the fund accountant of the Trust and to furnish the Trust with the services as set forth below. Xxxxxxx hereby accepts such employment to perform such duties.

(a)   MAINTENANCE OF BOOKS AND RECORDS.

Xxxxxxx will keep and maintain the following books and records of each Portfolio pursuant to Rule 31a-1 under the 1940 Act (the “Rule”):

(i) Journals containing an itemized daily record in detail of all purchases and sales of securities, all receipts and disbursements of cash and all other debits and credits, as required by subsection (b)(1) of the Rule;

(ii) General and auxiliary ledgers reflecting all asset, liability, reserve, capital, income and expense accounts, including interest accrued and interest received, as required by subsection (b)(2)(i) of the Rule;

(iii) Separate ledger accounts required by subsection (b)(2)(ii) and (iii) of the Rule; and

(iv) A monthly trial balance of all ledger accounts (except shareholder accounts) as required by subsection (b)(8) of the Rule.

(b)   PERFORMANCE OF DAILY ACCOUNTING SERVICES.

In addition to the maintenance of the books and records specified above, Xxxxxxx shall perform the following accounting services daily for each Portfolio:

(i) Calculate the net asset value per share utilizing prices obtained from the sources described in subsection 1(b)(ii) below;

(ii) Obtain security prices from independent pricing services, or if such quotes are unavailable, then obtain such prices from each Portfolio’s investment adviser or its designee, as approved by the Trust’s Board of Trustees (hereafter referred to as “Trustees”);

(iii) Verify and reconcile with the Portfolios’ custodian all daily trade activity;

(iv) Compute, as appropriate, each Portfolio’s net income and capital gains, dividend payables, dividend factors, yields, and weighted average portfolio maturity;

(v) Review daily the net asset value calculation and dividend factor (if any) for each Portfolio prior to release to shareholders, check and confirm the net asset values and dividend factors for reasonableness and deviations, and distribute net asset values and yields to NASDAQ;

(vi) Determine unrealized appreciation and depreciation on securities held by the Portfolios;

(vii) Amortize premiums and accrete discounts on securities purchased at a price other than face value, if requested by the Trust;

(viii) Update fund accounting system to reflect rate changes, as received from a Portfolio’s investment adviser, on variable interest rate instruments;

(ix) Post Portfolio transactions to appropriate categories;

(x) Accrue expenses of each Portfolio according to instruction received from the Trust’s administrator;

(xi) Determine the outstanding receivables and payables for all (1) security trades, (2) Portfolio share transactions and (3) income and expense accounts;

(xii) Provide accounting reports in connection with the Trust’s regular annual audit and other audits and examinations by regulatory agencies; and

(xiii) Provide such periodic reports as the parties shall agree upon.

(c)   SPECIAL REPORTS AND SERVICES.

(i) Ultimus may provide additional special reports upon the request of the Trust or a Portfolio’s investment adviser, which may result in an additional charge, the amount of which shall be agreed upon between the parties.

(ii) Ultimus may provide such other similar services with respect to a Portfolio as may be reasonably requested by the Trust, which may result in an additional charge, the amount of which shall be agreed upon between the parties.

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(d)   ADDITIONAL ACCOUNTING SERVICES.

Ultimus shall also perform the following additional accounting services for each Portfolio:

(i) Provide monthly a set of financial statements for each Portfolio as described below, upon request of the Trust:

Statement of Assets and Liabilities

Statement of Operations

Statement of Changes in Net Assets

Security Purchases and Sales Journals

Portfolio Holdings Reports

(ii) Provide accounting information for the following:

(A) federal and state income tax returns and federal excise tax returns;

(B) the Trust’s annual reports with the Securities and Exchange Commission (“SEC”) on Form N-CEN and its monthly reports on Form N-PORT;

(C) the Trust’s annual, semi-annual and quarterly (if any) shareholder reports;

(D) registration statements on Form N-1A and other filings relating to the registration of shares;

(E) Ultimus’ monitoring of the Trust’s status as a regulated investment Trust under Subchapter M of the Internal Revenue Code, as amended;

(F) annual audit by the Trust’s auditors; and

(G) examinations performed by the SEC.

2. SUBCONTRACTING.

Ultimus may, at its expense and, upon written notice to the Trust, subcontract with any entity or person concerning the provision of the services contemplated hereunder; provided, however, that Ultimus shall not be relieved of any of its obligations under this Agreement by the appointment of such subcontractor and provided further, that Ultimus shall be responsible, to the extent provided in Section 7 hereof, for all acts of such subcontractor as if such acts were its own.

3. COMPENSATION.

The Trust shall pay for the services to be provided by Ultimus under this Agreement in accordance with, and in the manner set forth in, Schedule B attached hereto, as such Schedule may be amended from time to time.

If this Agreement becomes effective subsequent to the first day of a month or terminates before the last day of a month, Xxxxxxx’ compensation for that part of the month in which the Agreement is in effect shall be prorated in a manner consistent with the calculation of the fees as set forth above. Payment of Ultimus’ compensation for the preceding month shall be made promptly.

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4. REIMBURSEMENT OF EXPENSES.

In addition to paying Xxxxxxx the fees described in Schedule B attached hereto, the Trust agrees to reimburse Xxxxxxx for its reasonable out-of-pocket expenses in providing services hereunder, including without limitation the following:

(a) All freight and other delivery and bonding charges incurred by Xxxxxxx in delivering materials to and from the Trust;

(b) All direct telephone, telephone transmission and telecopy or other electronic transmission expenses incurred by Xxxxxxx in communication with the Trust, the Trust’s investment adviser or custodian, dealers or others as required for Xxxxxxx to perform the services to be provided hereunder;

(c) The cost of obtaining security market quotes;

(d) All expenses incurred in connection with any custom programming or systems modifications required to provide any special reports or services requested by the Trust;

(e) Any expenses Ultimus shall incur at the written direction of an officer of the Trust thereunto duly authorized other than an employee or other affiliated person of Xxxxxxx who may otherwise be named as an authorized representative of the Trust for certain purposes; and

(f) Any additional expenses reasonably incurred by Ultimus in the performance of its duties and obligations under this Agreement, provided that any such expenses incurred by Ultimus on behalf of the Trust shall be pre-approved by the Trust for all amounts in excess of $1,000 per month with respect to each transaction/cost item.

5. EFFECTIVE DATE.

This Agreement shall become effective with respect to a Portfolio as of the date first written above (or, if a particular Portfolio is not in existence on that date, on the date such Portfolio commences operation) (the “Effective Date”).

6. TERM OF THIS AGREEMENT.

The term of this Agreement shall continue in effect, unless earlier terminated by either party hereto as provided hereunder, for a period of three years (the “Initial Term”). Thereafter, unless otherwise terminated as provided herein, this Agreement shall be renewed automatically for successive one-year periods (“Rollover Periods”).

This Agreement may be terminated without penalty: (i) by provision of written notice of nonrenewal at least sixty (60) days prior to the end of the Initial Term or any Rollover Period, as the case may be; (ii) by mutual agreement of the parties; or (iii) for “cause” (as defined herein) upon the provision of sixty (60) days’ advance written notice by Xxxxxxx, or ten (10) days advance written notice by the Trust, alleging cause.

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For purposes of this Agreement, “cause” shall mean: (i) a material breach of (a) this Agreement or (b) the Administration Agreement between the parties or (c) the Transfer Agent and Shareholder Services Agreement between the parties (each a “Service Agreement”) that has not been remedied within thirty (30) days following written notice of such breach from the non-breaching party, (ii) a series of negligent acts or omissions or breaches of any Service Agreement which, in the aggregate, constitute in the reasonable judgment of the Trust, a serious failure to perform satisfactorily Ultimus’ obligations hereunder; (iii) a material adverse change in the quality of services provided by Ultimus under any Service Agreement; (iv) a final, unappealable judicial, regulatory or administrative ruling or order in which the party to be terminated has been found guilty of criminal or unethical behavior in the conduct of its business; or (v) financial difficulties on the part of the party to be terminated which are evidenced by the authorization or commencement of, or involvement by way of pleading, answer, consent or acquiescence in, a voluntary or involuntary case under Title 11 of the United States Code, as from time to time is in effect, or any applicable law, other than said Title 11, of any jurisdiction relating to the liquidation or reorganization of debtors or the modification or alteration of the rights of creditors.

Notwithstanding the foregoing, after such termination for so long as Ultimus, with the written consent of the Trust, in fact continues to perform any one or more of the services contemplated by this Agreement or any schedule or exhibit hereto, the provisions of this Agreement, including without limitation the provisions dealing with indemnification, shall continue in full force and effect. Compensation due Ultimus and unpaid by the Trust upon such termination shall be immediately due and payable upon and notwithstanding such termination. Xxxxxxx shall be entitled to collect from the Trust, in addition to the compensation described in Schedule B, the amount of all of Ultimus’ cash disbursements for services in connection with Ultimus’ activities in effecting such termination, including without limitation, the delivery to the Trust and/or its designees of the Trust’s property, records, instruments and documents.

7. STANDARD OF CARE.

The duties of Xxxxxxx shall be confined to those expressly set forth herein, and no implied duties are assumed by or may be asserted against Ultimus hereunder. Xxxxxxx shall be obligated to exercise care and diligence in the performance of its duties hereunder and to act in good faith in performing the services provided for under this Agreement. Ultimus shall be liable for any damages arising directly or indirectly out of Ultimus’ failure to perform its duties under this Agreement to the extent such damages arise directly or indirectly out of Ultimus’ willful misfeasance, bad faith, negligence in the performance of its duties, or reckless disregard of it obligations and duties hereunder. (As used in this Article 7, the term “Ultimus” shall include directors, officers, employees and other agents of Ultimus as well as Ultimus itself.)

Without limiting the generality of the foregoing or any other provision of this Agreement, (i) Ultimus shall not be liable for losses beyond its reasonable control, provided that Ultimus has acted in accordance with the standard of care set forth above; and (ii) Ultimus shall not be liable for the validity or invalidity or authority or lack thereof of any instruction, notice or other instrument that Ultimus reasonably believes to be genuine and to have been signed or presented by a duly authorized representative of the Trust (other than an employee or other affiliated persons of Xxxxxxx who may otherwise be named as an authorized representative of the Trust for certain purposes).

Ultimus may apply to the Trust at any time for instructions and may consult with counsel for the Trust or its own counsel and with accountants and other experts with respect to any matter arising in connection with Xxxxxxx’ duties hereunder, and Xxxxxxx shall not be liable or accountable for any action taken or omitted by it in good faith in accordance with such instruction or with the reasonable opinion of such counsel, accountants or other experts qualified to render such opinion.

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8. INDEMNIFICATION.

The Trust agrees to indemnify and hold harmless Xxxxxxx from and against any and all actions, suits, claims, losses, damages, costs, charges, reasonable counsel fees and disbursements, payments, expenses and liabilities (including reasonable investigation expenses) (collectively, “Losses”) arising directly or indirectly out of any action or omission to act which Xxxxxxx takes (i) at any request or on the direction of or in reliance on the reasonable advice of the Trust, (ii) upon any instruction, notice or other instrument that Xxxxxxx reasonably believes to be genuine and to have been signed or presented by a duly authorized representative of the Trust (other than an employee or other affiliated person of Xxxxxxx who may otherwise be named as an authorized representative of the Trust for certain purposes) or (iii) on its own initiative, in good faith and in accordance with the standard of care set forth herein, in connection with the performance of its duties or obligations hereunder; provided, however that the Trust shall have no obligation to indemnify or reimburse Ultimus under this Article 8 to the extent that Xxxxxxx is entitled to reimbursement or indemnification for such Losses under any liability insurance policy described in this Agreement or otherwise.

Xxxxxxx shall not be indemnified against or held harmless from any Losses arising directly or indirectly out of Xxxxxxx’ own willful misfeasance, bad faith, negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder. (As used in this Article 8, the term “Ultimus” shall include directors, officers, employees and other agents of Ultimus as well as Ultimus itself.)

9. RECORD RETENTION AND CONFIDENTIALITY.

Ultimus shall keep and maintain on behalf of the Trust all books and records which the Trust and Ultimus is, or may be, required to keep and maintain pursuant to any applicable statutes, rules and regulations, including without limitation Rules 31a-1 and 31a-2 under the 1940 Act, relating to the maintenance of books and records in connection with the services to be provided hereunder. Xxxxxxx further agrees that all such books and records shall be the property of the Trust and to make such books and records available for inspection by the Trust or by the SEC at reasonable times and otherwise to keep confidential all books and records and other information relative to the Trust and its shareholders; except when requested to divulge such information by duly-constituted authorities or court process.

10. FORCE MAJEURE.

Xxxxxxx assumes no responsibility hereunder, and shall not be liable, for any damage, loss of data, delay or any other loss whatsoever caused by events beyond its reasonable control, including acts of civil or military authority, national emergencies, fire, flood, catastrophe, acts of God, insurrection, war, riots or failure of the mails, transportation, communication or power supply.

11. RIGHTS OF OWNERSHIP; RETURN OF RECORDS.

All records and other data except computer programs and procedures developed to perform services required to be provided by Xxxxxxx are the exclusive property of the Trust and all such records and data will be furnished to the Trust in appropriate form as soon as practicable after termination of this Agreement for any reason. Ultimus may at its option at any time, and shall promptly upon the Trust’s demand, turn over to the Trust and cease to retain Ultimus’ files, records and documents created and maintained by Ultimus pursuant to this Agreement which are no longer needed by Xxxxxxx in the performance of its services or for its legal protection. If not so turned over to the Trust, such documents and records will be retained by Xxxxxxx for six years from the year of creation. At the end of such six-year period, such records and documents will be turned over to the Trust unless the Trust authorizes in writing the destruction of such records and documents.

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12. REPRESENTATIONS OF THE TRUST.

The Trust certifies to Ultimus that: (1) as of the close of business on the Effective Date, each Portfolio that is in existence as of the Effective Date has authorized unlimited shares, and (2) this Agreement has been duly authorized by the Trust and, when executed and delivered by the Trust, will constitute a legal, valid and binding obligation of the Trust, enforceable against the Trust in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties.

13. REPRESENTATIONS OF ULTIMUS.

Xxxxxxx represents and warrants that: (1) the various procedures and systems which Xxxxxxx has implemented with regard to safeguarding from loss or damage attributable to fire, theft, or any other cause the records, and other data of the Trust and Xxxxxxx’s records, data, equipment facilities and other property used in the performance of its obligations hereunder are adequate and that it will make such changes therein from time to time as are required for the secure performance of its obligations hereunder, and (2) this Agreement has been duly authorized by Ultimus and, when executed and delivered by Xxxxxxx, will constitute a legal, valid and binding obligation of Xxxxxxx, enforceable against Ultimus in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties.

14. INSURANCE.

Ultimus shall furnish the Trust with pertinent information concerning the professional liability insurance coverage that it maintains. Such information shall include the identity of the insurance carrier(s), coverage levels and deductible amounts. Ultimus shall notify the Trust should any of its insurance coverage be canceled or reduced. Such notification shall include the date of change and the reasons therefor. Ultimus shall notify the Trust of any material claims against it with respect to services performed under this Agreement, whether or not they may be covered by insurance, and shall notify the Trust from time to time as may be appropriate of the total outstanding claims made by Ultimus under its insurance coverage.

15. INFORMATION TO BE FURNISHED BY THE TRUST.

The Trust has furnished to Ultimus the following:

(a) Copies of the Declaration of Trust and of any amendments thereto, certified by the proper official of the state in which such document has been filed.

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(b) Copies of the following documents:

(1) The Trust’s Bylaws and any amendments thereto; and

(2) Certified copies of resolutions of the Trustees covering the approval of this Agreement, authorization of a specified officer of the Trust to execute and deliver this Agreement and authorization for specified officers of the Trust to instruct Ultimus thereunder.

(c) A list of all the officers of the Trust, together with specimen signatures of those officers who are authorized to instruct Xxxxxxx in all matters.

(d) Copies of the Prospectus and Statement of Additional Information for each Portfolio.

16. AMENDMENTS TO AGREEMENT.

This Agreement, or any term thereof, may be changed or waived only by written amendment signed by the party against whom enforcement of such change or waiver is sought.

For special cases, the parties hereto may amend such procedures set forth herein as may be appropriate or practical under the circumstances, and Ultimus may conclusively assume that any special procedure which has been approved by the Trust does not conflict with or violate any requirements of its Declaration of Trust or then current prospectuses, or any rule, regulation or requirement of any regulatory body.

17. COMPLIANCE WITH LAW.

Except for the obligations of Ultimus otherwise set forth herein, the Trust assumes full responsibility for the preparation, contents and distribution of each prospectus of the Trust as to compliance with all applicable requirements of the Securities Act of 1933, as amended (the “Securities Act”), the 1940 Act and any other laws, rules and regulations of governmental authorities having jurisdiction. The Trust represents and warrants that no shares of the Trust will be offered to the public until the Trust’s registration statement under the Securities Act and the 1940 Act has been declared or becomes effective.

18. NOTICES.

Any notice provided hereunder shall be sufficiently given when sent by registered or certified mail to the party required to be served with such notice, at the following address: if to the Trust, at 0000 Xxxxxxxxxx Xxxxxxxxx, Xxxxx 000, Xxxxxxxx Xxxx, Xxxxxxxx 00000, Attn: Xxxx X. Xxxxxxx; and if to Ultimus, at 000 Xxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxxxxx, Xxxx 00000, Attn: Xxxx X. Xxxxx; or at such other address as such party may from time to time specify in writing to the other party pursuant to this Section.

19. ASSIGNMENT.

This Agreement and the rights and duties hereunder shall not be assignable by either of the parties hereto except by the specific written consent of the other party. This Agreement shall be binding upon, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns.

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20. GOVERNING LAW.

This Agreement shall be construed in accordance with the laws of the State of Ohio and the applicable provisions of the 1940 Act. To the extent that the applicable laws of the State of Ohio, or any of the provisions herein, conflict with the applicable provisions of the 1940 Act, the latter shall control.

21. LIMITATION OF LIABILITY.

A copy of the Declaration of Trust of the Trust is on file with the Secretary of the State of Ohio, and notice is hereby given that this instrument is executed on behalf of the Board of Trustees of the Trust and not individually and that the obligations of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the Trust (or if the matter relates only to a particular Portfolio, that Portfolio), and the Ultimus shall look only to the assets of the Trust, or the particular Portfolio, for the satisfaction of such obligations.

22. MULTIPLE ORIGINALS.

This Agreement may be executed in two or more counterparts, each of which when so executed shall be deemed to be an original, but such counterparts shall together constitute but one and the same instrument.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed all as of the day and year first above written.

	HUSSMAN INVESTMENT TRUST
	By:	/s/ Xxxx Xxxxxxx
	Title: President
	ULTIMUS FUND SOLUTIONS, LLC
	By:	/s/ Xxxx Xxxxx
	Title: Vice Chairman

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SCHEDULE A

(as of November 1, 2024)

TO THE

AMENDED AND RESTATED FUND ACCOUNTING AGREEMENT

BETWEEN

HUSSMAN INVESTMENT TRUST

AND

ULTIMUS FUND SOLUTIONS, LLC

FUND PORTFOLIOS

Hussman Strategic Market Cycle Fund

Hussman Strategic Total Return Fund

Hussman Strategic Allocation Fund

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SCHEDULE B

(as of June 27, 2023)

TO THE

AMENDED AND RESTATED FUND ACCOUNTING AGREEMENT

BETWEEN

HUSSMAN INVESTMENT TRUST

AND

ULTIMUS FUND SOLUTIONS, LLC

FEES AND EXPENSES

Fees have been redacted because they are (i) not material and (ii) would likely cause competitive harm to the Registrant if publicly disclosed.

DERIVATIVES RISK MANAGEMENT PROGRAM SUPPORT SERVICES ADDENDUM

This Derivatives Risk Management Program Support Services Addendum (this “Addendum”) with an effective date of April 1, 2022 shall be attached to and governed by that certain Amended and Restated Administration Agreement between Ultimus Fund Solutions, LLC (“Ultimus”) and Hussman Investment Trust (the “Trust”) dated June 7, 2019 (the “Agreement). All capitalized terms used herein, unless otherwise defined, have the meaning ascribed to them in the Agreement as it may be supplemented or amended from time to time.

The parties agree as follows:

1. Derivatives Risk Management Program Support Services 

Ultimus will provide to the Trust’s funds (identified on Schedule A, which schedule may be revised from time to time in Ultimus’ sole discretion to add or remove funds without need of a formal amendment) (the “Funds”) certain services (the “Derivatives Risk Management Program Support Services”), as described below, in accordance with Rule 18f-4 under the Investment Company Act of 1940, as amended (“Rule 18f-4”):

a. Manage derivatives-specific data, update security master files, and load each Fund’s portfolio composition and derivatives-specific data into Confluence software;

b. Deliver daily derivatives exposure and value-at-risk (“VaR”) reports generated by the Confluence software to each Fund’s investment adviser (“Adviser”) and the Trust’s Chief Compliance Officer and make available reporting for weekly stress testing and back-testing calculations performed by the Confluence software;

c. Provide Adviser access to the Confluence software in order that Adviser may calculate derivatives exposure for each Fund it advises and make other derivatives risk management calculations as required by Rule 18f-4 (e.g., daily VaR calculations, weekly back-testing, and weekly stress-testing);

d. Provide Adviser a board reporting template; and

e. Provide the Trust’s board of trustees (the “Board”) access to an independent derivatives expert (a “Derivatives Expert”) capable of supporting the Board’s efforts in effecting compliance oversight as required by Rule 18f-4 and the Trust’s related Derivatives Risk Management Program.

Alternatively, the Trust may elect to forego receipt of the Derivatives Risk Management Program Support Services and instead deliver (or cause to be delivered) to Ultimus derivatives data required to be reported monthly on Form N-PORT, in which case Ultimus’ services (the “18f-4/N-PORT Support Services”) will be limited to taking receipt of that derivatives data, manually loading that data into its reporting system, and reporting the required derivatives information on Form N-PORT monthly.

2. Fees 

In consideration for Ultimus providing the Derivatives Risk Management Program Support Services, the Trust will pay (or cause to be paid) Ultimus a quarterly fee of $xxxxx per Fund (the “Derivatives Risk Management Program Support Services Fee”). In consideration for Ultimus providing the 18f-4/N-PORT Support Services, the Trust will pay (or cause to be paid) Ultimus a quarterly fee of $xxxxx per Fund (the “18f-4/N-PORT Support Services Fee”).

3. Expense Reimbursements 

In addition to the Derivatives Risk Management Program Support Services Fee or the 18f-4/N-PORT Support Services Fee (as applicable), the Trust will reimburse (or cause to be reimbursed) Ultimus for the Funds’ pro rata share (as determined by Xxxxxxx) of third party expenses incurred by Ultimus in providing the Derivatives Risk Management Program Support Services or the 18f-4/N-PORT Support Services (as applicable), including, without limitation, the Trust’s proportionate share of any fees paid by Xxxxxxx to any Derivatives Expert as part of Ultimus’ providing the Derivatives Risk Management Program Support Services.

4. Invoicing and Payment Terms 

Ultimus will invoice for the Derivatives Risk Management Program Support Services Fee or the 18f-4/N-PORT Support Services Fee (as applicable) and any reimbursable expenses quarterly in arrears. The same will be due and payable within 30 days of receipt of invoice. 

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5. Fee Increases 

On each anniversary date of the Agreement, Ultimus will increase the Derivatives Risk Management Program Support Services Fee or the 18f-4/N-PORT Support Services Fee (as applicable) by an amount not to exceed the average annual change for the prior calendar year in the Consumer Price Index for All Urban Consumers - All Items (seasonally adjusted)¹ plus xxx%.

6. Responsibility for Compliance Oversight and Identification of Derivative Securities 

The Board has and retains primary responsibility for oversight of all compliance matters relating to the Funds, including, but not limited to, compliance with the Investment Company Act and Rule 18f-4. The Adviser has and retains primary responsibility for identifying derivative securities. Ultimus’ provision of Derivatives Risk Management Program Support Services or 18f-4/N-PORT Support Services hereunder shall not relieve the Board or the Adviser of the aforementioned responsibilities.

7. Miscellaneous 

Except as supplemented hereby, the Agreement shall remain in full force and effect without modification. This Addendum may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

[Signature Page Follows] 

¹ Using 1982-84=100 as a base, unless otherwise noted in reports by the Bureau of Labor Statistics.

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IN WITNESS WHEREOF, each party hereto has caused this Addendum to be executed by its duly authorized officer as of the date and year first above written.

HUSSMAN INVESTMENT TRUST			ULTIMUS FUND SOLUTIONS, LLC
By:			By:
Name:			Name:	Xxxx Xxxxxxx
Title:			Title:	Chief Executive Officer

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DERIVATIVES RISK MANAGEMENT PROGRAM SUPPORT SERVICES ADDENDUM

Schedule A 

(As of November 1, 2024)

Funds

Hussman Strategic Allocation Fund 

Hussman Strategic Market Cycle Fund 

Hussman Strategic International Fund

A-1