AMENDED AND RESTATED SCHEDULE B DATED AS OF August 24, 2022 TO INVESTMENT ADVISORY AGREEMENT DATED AS OF SEPTEMBER 30, 2019 BETWEEN CRM MUTUAL FUND TRUST AND CRAMER ROSENTHAL MCGLYNN, LLC

AMENDED AND RESTATED

SCHEDULE B

DATED AS OF August 24, 2022

TO

INVESTMENT ADVISORY AGREEMENT

DATED AS OF SEPTEMBER 30, 2019

BETWEEN

CRM MUTUAL FUND TRUST

AND

XXXXXX XXXXXXXXX XXXXXXX, LLC

This Amendment, dated as of August 24, 2022, is to Schedule B to the Investment Advisory Agreement between CRM Mutual Fund Trust (the “Trust”) and Xxxxxx Xxxxxxxxx XxXxxxx, LLC (“CRM”) dated as of September 30, 2019 (the “Agreement”).

WHEREAS, the Trust and CRM wish to add breakpoints to the fee schedules of CRM All Cap Value Fund and CRM Long/Short Opportunities Fund;

NOW, THEREFORE, Schedule B to the Agreement is hereby amended and restated as of the date set forth above as follows:

SCHEDULE B

TO

INVESTMENT ADVISORY AGREEMENT

BETWEEN

CRM MUTUAL FUND TRUST

AND

XXXXXX XXXXXXXXX XXXXXXX, LLC

Fee Schedule

Fund		Annual Fee as a % of Average Daily Net Assets
CRM Small Cap Value Fund		.75% of the Fund’s first $1 billion of average daily net assets; .70% of the Fund’s next $1 billion of average daily net assets; and .65% of the Fund’s average daily net assets over $2 billion.
CRM Small/Mid Cap Value Fund		.75% of the Fund’s first $1 billion of average daily net assets; .70% of the Fund’s next $1 billion of average daily net assets; and .65% of the Fund’s average daily net assets over $2 billion.
CRM All Cap Value Fund		.70% of the Fund’s first $1 billion of average daily net assets; .65% of the Fund’s next $1 billion of average daily net assets; and .60% of the Fund’s average daily net assets over $2 billion.
CRM Long/Short Opportunities Fund		1.50% of the Fund’s first $1 billion of average daily net assets; 1.45% of the Fund’s next $1 billion of average daily net assets; and 1.40% of the Fund’s average daily net assets over $2 billion
CRM Mid Cap Value Fund		.75% of the Fund’s first $1 billion of average daily net assets; .70% of the Fund’s next $1 billion of average daily net assets; and .65% of the Fund’s average daily net assets over $2 billion.

IN WITNESS WHEREOF the parties have caused this instrument to be signed on their behalf by their respective officers thereunto duly authorized, and their respective seals to be hereunto affixed, all as of the date first written above.

CRM MUTUAL FUND TRUST

 By: /s/ Xxxxx Xxxxxxx

Name: Xxxxx Xxxxxxx

Title: Principal Financial Officer

XXXXXX XXXXXXXXX XXXXXXX, LLC

By: /s/ Xxxxxx X. XxXxxxx

Name: Xxxxxx X. XxXxxxx

Title: Chairman