0001683863-24-004224 Sample Contracts

SUBADVISORY AGREEMENT
Subadvisory Agreement • June 13th, 2024 • Pgim Etf Trust

Agreement made as of this 1st day of May, 2024 between PGIM Investments LLC (PGIM Investments or the Manager), a New York limited liability company, and PGIM, Inc. (PGIM), a New Jersey corporation (the Subadviser).

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MANAGEMENT AGREEMENT
Management Agreement • June 13th, 2024 • Pgim Etf Trust

Agreement made the 1st day of May 2024, between PGIM ETF Trust, a Delaware statutory trust (the Trust), on behalf of its series, the PGIM Municipal Income Opportunities ETF (the Fund), and PGIM Investments LLC, a New York limited liability company (the Manager).

DISTRIBUTION AGREEMENT
Distribution Agreement • June 13th, 2024 • Pgim Etf Trust

THIS AMENDMENT TO DISTRIBUTION AGREEMENT (the Amendment) is made as of May 1, 2024 between PGIM ETF Trust, a Delaware statutory trust (the Trust), on behalf of each of its series set forth on attached Exhibit A (each referred to as the "Fund") and Prudential Investment Management Services LLC, a Delaware limited liability company (the Distributor).

AMENDMENT
Pgim Etf Trust • June 13th, 2024

AMENDMENT made as of June 3, 2024 to that certain Fund Administration and Accounting Agreement dated as of February 3, 2006, as amended from time to time, between each Fund listed on the attached Schedule A thereto, including any series thereof (collectively, the "Funds") and The Bank of New York Mellon (formerly, The Bank of New York) ("BNY") (such Fund Administration and Accounting Agreement, as amended, hereinafter referred to as the "Accounting Agreement"). Capitalized terms not otherwise defined herein shall have the meaning assigned to them pursuant to the Accounting Agreement.

AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • June 13th, 2024 • Pgim Etf Trust

AMENDMENT made as of June 3, 2024 (the "Effective Date") to that certain Transfer Agency and Service Agreement dated as of March 24, 2022, as amended from time to time, between each Trust (hereinafter each a "Trust", and collectively the "Trusts" as applicable) listed on Appendix A thereto on behalf of it series listed on Appendix A (each a "PGIM ETF") (as such Appendix be amended from time to time) and THE BANK OF NEW YORK MELLON, a New York corporation authorized to do a banking business having its principal office and place of business at 240 Greenwich Street, New York, New York 10286 (the "Bank") (such Transfer Agency and Service Agreement, as amended, hereinafter referred to as the "Transfer Agency and Service Agreement"). Capitalized terms not otherwise defined herein shall have the meaning assigned to them pursuant to the Custody Agreement.

AMENDMENT TO CUSTODY AGREEMENT
Custody Agreement • June 13th, 2024 • Pgim Etf Trust

AMENDMENT made as of June 3, 2024 (the "Effective Date") to that certain Custody Agreement dated as of November 7, 2002, as amended from time to time, between each Fund listed on the attached Schedule A thereto, including any series thereof (each, a "Fund") and The Bank of New York Mellon (formerly, The Bank of New York) ("Custodian") (such Custody Agreement, as amended, hereinafter referred to as the "Custody Agreement"). Capitalized terms not otherwise defined herein shall have the meaning assigned to them pursuant to the Custody Agreement.

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