0001741773-23-002322 Sample Contracts

INVESTMENT SUB-ADVISORY AGREEMENT Between
Investment Sub-Advisory Agreement • July 17th, 2023 • T. Rowe Price Capital Appreciation Fund, Inc. • Maryland

This INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”) is dated as of May 1, 2022 and entered into by and between T. Rowe Price Associates, Inc. (the “Adviser”), a corporation organized and existing under the laws of the State of Maryland, United States of America, and T. Rowe Price Investment Management, Inc. (the “Sub-adviser”), a corporation organized and existing under the laws of the State of Maryland, United States of America, with respect to each Fund (defined below) set forth on Schedule 1 as of the date indicated thereof, as it may be amended from time to time.

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EXPENSE LIMITATION AND MANAGEMENT FEE WAIVER AGREEMENT BETWEEN EACH OF THE
Expense Limitation and Management Fee Waiver Agreement • July 17th, 2023 • T. Rowe Price Capital Appreciation Fund, Inc.

This EXPENSE LIMITATION AND MANAGEMENT FEE WAIVER AGREEMENT (the “Agreement”), effective with respect to each Fund and as of the date indicated in the Schedules of this Agreement, is entered into between T. Rowe Price Associates, Inc. (the “Manager”), a corporation organized and existing under the laws of the State of Maryland, and each Corporation, each of which is organized and existing under the laws of the State of Maryland, on behalf of itself or on behalf of its series and/or its separate share classes, as applicable (each, a “Fund” or a “Class”).

INVESTMENT MANAGEMENT AGREEMENT Between
Investment Management Agreement • July 17th, 2023 • T. Rowe Price Capital Appreciation Fund, Inc.

This INVESTMENT MANAGEMENT AGREEMENT, made as of the 10th day of May, 2023, by and between T. ROWE PRICE CAPITAL APPRECIATION FUND, INC. (the “Corporation”), a corporation organized and existing under the laws of the State of Maryland, and T. ROWE PRICE ASSOCIATES, INC. (the “Manager”), a corporation organized and existing under the laws of the State of Maryland.

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