SECOND AMENDMENT TO THE INVESTMENT SUB-ADVISORY AGREEMENT BY AND BETWEEN SECURIAN ASSET MANAGEMENT, INC. AND (SECURIAN FUNDS TRUST)
Exhibit 28.d.5.B
SECOND AMENDMENT TO THE
INVESTMENT SUB-ADVISORY AGREEMENT
BY AND BETWEEN
SECURIAN ASSET MANAGEMENT, INC.
AND
X. XXXX PRICE ASSOCIATES, INC.
This is the second amendment (the “Second Amendment”), dated as of July 31, 2020, to that certain Investment Sub-Advisory Agreement (the “Agreement”) by and between Securian Asset Management, Inc., (the “Adviser) and X. Xxxx Price Associates, Inc. (the “Sub-Adviser”) dated as of May 1, 2014, as amended by the First Amendment dated October 1, 2018.
Recitals
| A. | The Adviser and the Sub-Adviser desire to amend the Agreement. |
| B. | Section 14 of the Agreement states that the Agreement may be amended by written agreement, executed by both parties and approved by the vote of a majority of the Trustees of the Trust who are not interested persons of any party to this Agreement cast in person at a meeting called for the purpose of voting on such approval. |
| C. | In consideration of the foregoing and the undertakings and agreements set forth in the Agreement, the parties agree to amend the Agreement as follows: |
1. Exhibit A of the Agreement is hereby amended by deleting the prior Exhibit A in its entirety and replacing with Exhibit A attached hereto;
2. Except as set forth herein, the remaining terms and conditions of the Agreement are hereby ratified and confirmed and shall not otherwise be affected by this Second Amendment.
| D. | This Second Amendment may be executed in any number of counterparts, each of which shall be an original but all of which together will constitute one instrument, binding upon all parties hereto, notwithstanding that all of such parties may not have executed the same counterpart. |
[Signature page follows]
IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to be executed by their respective authorized officers effective as of the day and year first above written.
| SECURIAN ASSET MANAGEMENT, INC. (“ADVISER”) |
X. XXXX PRICE ASSOCIATES, INC. (“SUB-ADVISER”) | |||||||
| By: | /s/ Xxxx X. Xxxxxx |
By: | /s/ Xxx Xxxxxx | |||||
| Xxxx X. Xxxxxx | Xxx Xxxxxx | |||||||
|
|
| |||||||
| (printed or typed name) | (printed or typed name) | |||||||
| Title: | Vice President |
Title: | Senior Legal Counsel and Vice President | |||||
[Signature page to the Second Amendment to the Investment Sub-Advisory Agreement]
2
EXHIBIT A
SCHEDULE OF FEES
In payment for the investment sub-advisory services to be rendered by the Sub-Adviser in respect of the Fund, the Adviser shall pay to the Sub-Adviser as full compensation for all services hereunder a fee computed at an annual rate which shall be a percentage of the average daily value of the net assets of the Fund. The fee shall be payable quarterly by Adviser to Sub-Adviser within 30 days after quarter end upon Adviser’s receipt and approval of a worksheet created by the Sub-Adviser which sets forth the supporting documentation upon which Sub-Adviser relied to calculate such fee.
The amount of such annual fee, as applied to the average daily value of the net assets of the Fund shall be as described in the schedule below:
| Assets |
Annual Fee | |
| All Assets of the Fund |
47.5 bps on first $50 million 42.5 bps on next $50 million 37.5 bps reset at $100 million* 32.5 bps reset at $200 million* 30 bps reset at $500 million* 27.5 bps above $500 million 27.5 bps reset at $1 billion* 25 bps reset at $1.5 billion* | |
| * | The Sub-Adviser will provide the Adviser a transitional credit to eliminate any discontinuity between the tiered fee schedule and the flat 0.375% fee schedule once assets reach $100 million. The credit will apply at asset levels between approximately $82.3 million and $100 million, To accommodate circumstances where the Equity Income Portfolio’s assets fall beneath $100 million, and to prevent a decline in the Portfolio’s assets from causing an increase in the absolute dollar fee, the Sub-Adviser will provide a transitional credit to cushion the impact of reverting to the original tiered fee schedule. The credit will be applied against the fees assessed under the existing fee schedule and will have the effect of reducing the dollar fee until assets either (a) reach $100 million, when the flat fee would be triggered, or (b) fall below a threshold of approximately $82.3 million, which would trigger the application of the tiered fee schedule. |
The credit is determined by prorating the difference between the tiered fee schedule and the flat 0.375% fee schedule over the difference between $100 million and the current portfolio size for billing purposes. The credit would approach $75,000 annually when the Equity Income Portfolio’s assets were close to $100 million and fall to zero at approximately $82.3 million. The transitional credit is determined as follows:
| Current Portfolio Size for Billing Purposes - $82,352,941 |
X $75,000 | |
| $17,647,059 |
3
To accommodate circumstances where the Equity Income Portfolio’s assets fall beneath $200 million, and to prevent a decline in the Portfolio’s assets from causing an increase in the absolute dollar fee, the Sub-Adviser will provide a transitional credit to cushion the impact of reverting to the original 0.375% fee schedule. The credit will apply at asset levels between $173.3 million and $200 million. The credit will be applied against the fees assessed under the existing fee schedule and will have the effect of reducing the dollar fee until assets either (a) reach $200 million, when the 0.325% fee would be triggered, or (b) fall below a threshold of $173.3 million, which would trigger the application of the 0.375% fee schedule.
The credit is determined by prorating the difference between the 0.375% fee schedule and the 0.325% fee schedule over the difference between $200 million and the current portfolio size for billing purposes. The credit would approach $100,000 annually when the Equity Income Portfolio’s assets were close to $200 million and fall to zero at $173.3 million.
The transitional credit is determined as follows:
| Current Portfolio Size for Billing Purposes - $173,333,333 |
X $100,000 | |
| $26,666,667 |
To accommodate circumstances where the Equity Income Portfolio’s assets fall beneath $500 million, and to prevent a decline in the Portfolio’s assets from causing an increase in the absolute dollar fee, the Sub-Adviser will provide a transitional credit to cushion the impact of reverting to the original 0.325% fee schedule. The credit will apply at asset levels between approximately $461.5 million and $500 million. The credit will be applied against the fees assessed under the existing fee schedule and will have the effect of reducing the dollar fee until assets either (a) reach $500 million, when the 0.30% fee would be triggered, or (b) fall below a threshold of approximately $461.5 million, which would trigger the application of the 0.325% fee schedule.
The credit is determined by prorating the difference between the 0.325% fee schedule and the 0.30% fee schedule over the difference between $500 million and the current portfolio size for billing purposes. The credit would approach $125,000 annually when the Equity Income Portfolio’s assets were close to $500 million and fall to zero at approximately $461.5 million.
The transitional credit is determined as follows:
| Current Portfolio Size for Billing Purposes - $461,538,462 |
X $125,000 | |
| $38,461,538 |
4
To accommodate circumstances where the Equity Income Portfolio’s assets fall beneath $1 billion, and to prevent a decline in the Portfolio’s assets from causing an increase in the absolute dollar fee, the Sub-Adviser will provide a transitional credit to cushion the impact of reverting to the original 0.30% tiered fee schedule. The credit will apply at asset levels between approximately $954.5 million and $1 billion. The credit will be applied against the fees assessed under the existing fee schedule and will have the effect of reducing the dollar fee until assets either (a) reach $1 billion, when the 0.275% fee would be triggered, or (b) fall below a threshold of approximately $954.5 million, which would trigger the application of the 0.30% tiered fee schedule.
The credit is determined by prorating the difference between the tiered fee schedule and the 0.275% fee schedule over the difference between $1 billion and the current portfolio size for billing purposes. The credit would approach $125,000 annually when the Equity Income Portfolio’s assets were close to $1 billion and fall to zero at approximately $954.5 million.
The transitional credit is determined as follows:
| Current Portfolio Size for Billing Purposes - $954,545,455 |
X $125,000 | |
| $45,545,545 |
To accommodate circumstances where the Equity Income Portfolio’s assets fall beneath $1.5 billion, and to prevent a decline in the Portfolio’s assets from causing an increase in the absolute dollar fee, the Sub-Adviser will provide a transitional credit to cushion the impact of reverting to the original 0.275% fee schedule. The credit will apply at asset levels between approximately $1.364 billion and $1.5 billion. The credit will be applied against the fees assessed under the existing fee schedule and will have the effect of reducing the dollar fee until assets either (a) reach $1.5 billion, when the 0.25% fee would be triggered, or (b) fall below a threshold of approximately $1.364 billion, which would trigger the application of the 0.275% fee schedule.
The credit is determined by prorating the difference between the tiered fee schedule and the 0.25% fee schedule over the difference between $1.5 billion and the current portfolio size for billing purposes. The credit would approach $375,000 annually when the Equity Income Portfolio’s assets were close to $1.5 billion and fall to zero at approximately $1.364 billion.
The transitional credit is determined as follows:
| Current Portfolio Size for Billing Purposes - $1,363,636,364 |
X $375,000 | |
| $136,363,636 |
5
