r77q1e.txt
INVESTMENT MANAGEMENT AGREEMENT
INVESTMENT MANAGEMENT AGREEMENT, made this 24th day of
April, 2009, between PIMCO ETF Trust (the "Trust"), a
Delaware statutory trust, and Pacific Investment Management
Company LLC ("PIMCO").
WHEREAS, the Trust is registered with the
Securities and Exchange Commission ("SEC") as an open-
end management investment company under the
Investment Company Act of 1940, as amended (the "1940
Act"); and
WHEREAS, the Trust is authorized to issue shares of
beneficial interest ("Shares") in separate series which are
listed in the attached Schedule A (as amended from time to
time), with each such series representing interests in a
separate portfolio of securities and other assets; and
WHEREAS, the Trust desires to retain PIMCO to
render investment advisory and supervisory and
administrative services hereunder with respect to the series
listed in Schedule A together with any other series
subsequently established by the Trust, and with respect to
which PIMCO is willing to do so, being herein collectively
referred to also as the "Funds"; and
WHEREAS, the Trust engages in the business of
investing and reinvesting the assets of each Fund in the
manner and in accordance with the investment objective
and restrictions applicable to that Fund as specified in the
currently effective Prospectus (the "Prospectus") for the
Trust included in the registration statements, as amended
from time to time (the "Registration Statement"), filed by
the Trust under the Investment Company Act of 1940 (the
"1940 Act") and the Securities Act of 1933 (the "1933
Act"); and
WHEREAS, pursuant to a Distribution Contract (the
"Distribution Contract"), between the Trust and Allianz
Global Investors Distributors LLC (the "Distributor"), the
Funds have employed the Distributor to serve as principal
underwriter for the shares of beneficial interest of the Trust;
and
WHEREAS, PIMCO is willing to furnish investment
advisory and supervisory and administrative services and/or
to arrange for such services in the manner and on the terms
hereinafter set forth; and
NOW, THEREFORE, in consideration of the
premises and mutual covenants herein contained, the
parties agree as follows:
1. Appointment. The Trust hereby appoints
PIMCO to provide the investment advisory services and to
provide or procure the supervisory and administrative and
other services as specified in this Agreement and PIMCO
hereby accepts such appointment.
2. Duties. (a) PIMCO shall, at its expense,
(i) employ or associate with itself such persons as it
believes appropriate to assist it in performing its obligations
under this Agreement and (ii) provide all services,
equipment and facilities necessary to perform its
obligations under this Agreement. PIMCO may from time
to time seek research assistance and rely on investment
management resources available to it through its affiliated
companies, but in no case shall such reliance relieve
PIMCO of any of its obligations hereunder, nor shall the
Trust be responsible for any additional fees or expenses
hereunder as a result.
3. Investment Advisory Services. (a)
PIMCO shall provide to the Trust investment
guidance and policy direction in connection with the
management of the Funds, including oral and written
research, analysis, advice, and statistical and economic data
and information.
Consistent with the investment objectives,
policies and restrictions applicable to the Trust and its
Funds, PIMCO will determine the securities and other
assets to be purchased or sold or the other techniques to be
utilized (including, but not limited to, securities lending) by
each Fund of the Trust and will determine what portion of
each Fund shall be invested in securities or other assets,
and what portion, if any, should be held uninvested.
The Trust will have the benefit of the
investment analysis and research, the review of current
economic conditions and trends and the consideration of
long-range investment policy generally available to
investment advisory clients of PIMCO. It is understood that
PIMCO will not, to the extent inconsistent with applicable
law, use any material nonpublic information pertinent to
investment decisions undertaken in connection with this
Agreement that may be in its possession or in the
possession of any of its affiliates.
(b) As manager of the assets of the
Funds, PIMCO shall make investments for the account of
the Funds in accordance with PIMCO's best judgment and
within the investment objectives, policies, and restrictions
set forth in the Prospectus, the 1940 Act, any SEC
exemptive relief and the provisions of the Internal Revenue
Code relating to regulated investment companies, subject to
policy decisions adopted by the Trust's Board of Trustees.
(c) PIMCO shall furnish to the Trust's
Board of Trustees periodic reports on the investment
performance of the Trust and its Funds and on the
performance of its investment advisory obligations under
this Agreement and shall supply such additional reports and
information as the Trust's officers or Board of Trustees
shall reasonably request.
(d) On occasions when PIMCO deems
the purchase or sale of a security to be in the best interest of
a Fund as well as other of its clients, PIMCO, to the extent
permitted by applicable law, may aggregate the securities
to be so sold or purchased in order to obtain the best
execution of the order or lower brokerage commissions, if
any. PIMCO may also on occasion purchase or sell a
particular security for one or more clients in different
amounts. On either occasion, and to the extent permitted by
applicable law and regulations, allocation of the securities
so purchased or sold, as well as the expenses incurred in the
transaction, will be made by PIMCO in the manner it
considers to be equitable and consistent with its fiduciary
obligations to the Trust and to such other customers.
(e) PIMCO may cause a Fund to pay a
broker which provides brokerage and research services to
PIMCO a commission for effecting a securities transaction
in excess of the amount another broker might have charged.
Such higher commissions may not be paid unless PIMCO
determines in good faith that the amount paid is reasonable
in relation to the services received in terms of the particular
transaction or PIMCO's overall responsibilities to the Trust
and any other of PIMCO's clients.
(f) PIMCO may itself, or may cause a
Fund to, commence, join in, consent to or oppose the
reorganization, recapitalization, consolidation, sale, merger,
foreclosure, liquidation or readjustment of the finances of
any person or the securities or other property thereof, and
to deposit any securities or other property with any
protective, reorganization or similar committee. Without
limiting the generality of the foregoing, PIMCO may
represent a Fund on a creditors' (or similar) committee.
(g) PIMCO shall have sole authority to
exercise whatever powers the Trust may possess with
respect to any of the assets of a Fund, including, but not
limited to, the right to vote proxies, the power to exercise
rights, options, warrants, conversion privileges and
redemption privileges, and to tender securities pursuant to a
tender offer.
4. Supervisory and Administrative Services.
Subject to the general supervision of the Board of Trustees,
PIMCO shall provide or cause to be furnished all
supervisory and administrative and other services
reasonably necessary for the operation of the Funds, but not
including the distribution services provided by the
Distributor pursuant to its Distribution Contract with the
Trust.
(a) The supervisory and administrative
services to be provided by PIMCO shall include the
following:
(i) PIMCO shall supervise and
coordinate matters relating to the operation
of the Funds, including the custodian,
transfer agent, dividend disbursing agent,
and recordkeeping agent (including pricing
and valuation of the Funds), accountants,
attorneys, and other parties performing
services or operational functions for the
Funds. In connection with the supervision
of the pricing and valuation of the Funds,
PIMCO shall establish such systems and
procedures as are necessary to carry out this
function, including systems and procedures
relating to defaulted securities; forensic
reporting and monitoring of securities and
derivatives pricing, including checks and
balances against internal models and
external pricing services; tracking and
reviewing fair valued securities; supervising
pricing vendors; monitoring for significant
events occurring after the close of trading
that may affect the value of portfolio
holdings; and establishing net asset value
estimation processes in the event the
custodian cannot produce a net asset value
for Shares of a Fund.
(ii) PIMCO shall provide the
Funds, at PIMCO's expense, with adequate
personnel, office space, communications
facilities, and other facilities necessary for
the effective supervision and administration
of the Funds as contemplated in this
Agreement as well as provide the Funds, at
PIMCO's expense, with the services of a
sufficient number of persons competent to
perform such supervisory and administrative
and clerical functions as are necessary to
ensure compliance with federal securities
laws and other applicable laws.
(iii) PIMCO shall maintain or
supervise the maintenance by third parties of
such books and records of the Trust and the
Funds as may be required by applicable
federal or state law.
(iv) PIMCO shall prepare or
supervise the preparation by third parties of
all federal, state, local, and foreign tax
returns and reports of the Funds required by
applicable law.
(v) PIMCO shall prepare, file,
and arrange for the distribution of proxy
materials and periodic reports to
shareholders of the Funds as required by
applicable law.
(vi) PIMCO shall prepare and
arrange for the filing of such registration
statements and other documents with the
SEC and other federal and state or other
regulatory authorities as may be required to
register the Shares of the Funds and qualify
the Trust to do business or as otherwise
required by applicable law. PIMCO shall
maintain registration of the Funds' Shares in
such other jurisdictions as it deems
necessary and appropriate. PIMCO shall
maintain a review and certification program
and internal controls and procedures in
accordance with relevant provisions of the
Sarbanes Oxley Act of 2002 as applicable to
registered investment companies. PIMCO
shall maintain systems necessary to provide
or procure required disclosure in the Funds'
registration statements, shareholder reports,
proxy statements, and similar regulatory
documents, and Fund proxy voting
information.
(vii) PIMCO shall take such other
action with respect to the Funds as may be
required by applicable law, including
without limitation the rules and regulations
of the SEC, the Commodity Futures Trading
Commission, state securities commissions
and other governmental and regulatory
agencies. Such actions shall include, but are
not limited to: establishment and
maintenance of a compliance program in
accordance with Rule 38a-1 under the 1940
Act, support of the Funds' Chief
Compliance Officer, and systems and
procedures necessary to effectuate the
compliance program.
(viii) PIMCO shall provide the
Funds with administrative services to
shareholders, including: the maintenance of
a shareholder call center; the provision of
certain statistical information and
performance of the Funds; a web servicing
platform and internet website; maintenance
of privacy protection systems and
procedures; and oversight of anti-money
laundering monitoring systems and
procedures. Notwithstanding the foregoing,
PIMCO may procure or delegate provision
of these services to third parties.
(b) Other Services. PIMCO shall also
procure on behalf of the Trust and the Funds, and at the
expense of PIMCO, the following persons to provide
services to the Funds: (i) a custodian or custodians for the
Funds to provide for the safekeeping of the Funds' assets;
(ii) a recordkeeping agent to maintain the portfolio
accounting records for the Funds; (iii) a transfer agent for
the Funds; and (iv) a dividend disbursing agent for the
Funds. The Trust may be a party to any agreement with any
of the persons referred to in this Section 4(b).
(c) Personnel. PIMCO shall also make
its officers and employees available to the Board of
Trustees and officers of the Trust for consultation and
discussions regarding the supervision and administration of
the Funds and services provided to the Funds under this
Agreement.
(d) Standards; Reports. In performing
these supervisory and administrative services, PIMCO:
(i) shall conform with the 1940
Act and all rules and regulations thereunder,
with all other applicable federal, state and
foreign laws and regulations, with any
applicable procedures adopted by the Trust's
Board of Trustees, and with the provisions
of the Trust's Registration Statement filed
on Form N-1A as supplemented or amended
from time to time.
(ii) will make available to the
Trust, promptly upon request, any of the
Funds' books and records as are maintained
under this Agreement, and will furnish to
regulatory authorities having the requisite
authority any such books and records and
any information or reports in connection
with PIMCO's services under this
Agreement that may be requested in order to
ascertain whether the operations of the Trust
are being conducted in a manner consistent
with applicable laws and regulations.
(iii) will regularly report to the
Trust's Board of Trustees on the supervisory
and administrative services provided under
this Agreement and will furnish the Trust's
Board of Trustees with respect to the Funds
such periodic and special reports as the
Trustees may reasonably request.
5. Calculation of Fees. In consideration of the
services to be rendered by PIMCO under this Agreement,
each Fund of the Trust shall pay PIMCO a monthly fee on
the first business day of each month, based upon the
average daily value (as determined on each business day at
the time set forth in the Prospectus for determining net
asset value per share) of the net assets of the Fund, as
applicable, during the preceding month, at the annual rates
provided for in Schedule A, as such Schedule A may be
amended from time to time.
If the fees payable to PIMCO pursuant to
this Section 5 begin to accrue before the end of any month
or if this Agreement terminates before the end of any
month, the fees for the period from that date to the end of
that month or from the beginning of that month to the date
of termination, as the case may be, shall be pro-rated
according to the proportion which the period bears to the
full month in which the effectiveness or termination occurs.
For purposes of calculating the monthly fees, the value of
the net assets of each Fund shall be computed in the
manner specified in the Prospectus for the computation of
net asset value. For purposes of this Agreement, a
"business day" is any day the New York Stock Exchange is
open for trading.
6. Allocation of Expenses. During the term of
this Agreement, PIMCO will pay all expenses incurred by
it in connection with its obligations under this Agreement,
except such expenses as are assumed by the Funds under
this Agreement. In addition, PIMCO shall bear the
following expenses under this Agreement:
(a) Expenses of all audits by Trust's
independent public accountants;
(b) Expenses of the Trust's transfer
agent, registrar, dividend disbursing agent, and shareholder
recordkeeping services;
(c) Expenses of the Trust's custodial
services, including any recordkeeping services provided by
the custodian;
(d) Expenses of obtaining quotations for
calculating the value of each Fund's net assets;
(e) Expenses of obtaining Portfolio
Activity Reports for each Fund;
(f) Expenses of maintaining the Trust's
tax records;
(g) Costs and/or fees, including legal
fees, incident to meetings of the Trust's shareholders, the
preparation, printing and mailings of prospectuses, notices
and proxy statements and reports of the Trust to its
shareholders, the filing of reports with regulatory bodies,
the maintenance of the Trust's existence and qualification
to do business, the expenses of issuing, redeeming,
registering and qualifying for sale, Shares with federal and
state securities authorities, and the expense of qualifying
and listing Shares with any securities exchange or other
trading system;
(h) The Trust's ordinary legal fees,
including the legal fees that arise in the ordinary course of
business for a Delaware statutory trust registered as an
open-end management investment company and listed for
trading with a securities exchange or other trading system;
(i) Costs of printing certificates
representing Shares of the Trust;
(j) The Trust's pro rata portion of the
fidelity bond required by Section 17(g) of the 1940 Act, or
other insurance premiums; and
(k) Association membership dues.
The Trust shall bear the following expenses:
(a) Salaries and other compensation or
expenses, including travel expenses, of any of the Trust's
executive officers and employees, if any, who are not
officers, directors, shareholders, members, partners or
employees of PIMCO or its subsidiaries or affiliates;
(b) Taxes and governmental fees, if any,
levied against the Trust or any of its Funds;
(c) Brokerage fees and commissions,
and other portfolio transaction expenses incurred for any of
the Funds;
(d) Expenses of the Trust's securities
lending, including any securities lending agent fees, as
governed by a separate securities lending agreement;
(e) Costs, including the interest
expenses, of borrowing money;
(f) Fees and expenses, including travel
expenses, and fees and expenses of legal counsel retained
for their benefit, of Trustees who are not officers,
employees, partners, shareholders or members of PIMCO
or its subsidiaries or affiliates;
(g) Extraordinary expenses, including
extraordinary legal expenses, as may arise including
expenses incurred in connection with litigation,
proceedings, other claims and the legal obligations of the
Trust to indemnify its trustees, officers, employees,
shareholders, distributors, and agents with respect thereto;
and
(h) Organizational and offering expenses
of the Trust and the Funds, and any other expenses which
are capitalized in accordance with generally accepted
accounting principles.
7. Effectiveness and Termination. (a) This
Agreement shall become effective with respect to the Funds
on April 24, 2009 (and, with respect to any amendment, or
with respect to any additional fund, the date of the
amendment or Supplement hereto) and shall continue in
effect with respect to a Fund for a period of more than two
years from that date (or, with respect to any additional
fund, the date of the Supplement) only so long as the
continuance is specifically approved at least annually (i) by
the vote of a majority of the outstanding voting securities
(as defined in the 0000 Xxx) of the Fund or by the Trust's
Board of Trustees and (ii) by the vote, cast in person at a
meeting called for such purpose, of a majority of the
Trust's trustees who are not parties to this Agreement or
"interested persons" (as defined in the 0000 Xxx) of any
such party.
(b) This Agreement may be terminated
with respect to a Fund (or any additional fund) at any time,
without the payment of any penalty, by a vote of a majority
of the outstanding voting securities (as defined in the 0000
Xxx) of the Fund or by a vote of a majority of the Trust's
entire Board of Trustees on 60 days' written notice to
PIMCO or by PIMCO on 60 days' written notice to the
Trust. This Agreement (or any Supplement hereto) shall
terminate automatically in the event of its assignment (as
defined in the 1940 Act).
8. Liability. PIMCO shall give the Trust the
benefit of PIMCO's best judgment and efforts in rendering
services under this Agreement. PIMCO may rely on
information reasonably believed by it to be accurate and
reliable. As an inducement for PIMCO's undertaking to
render services under this Agreement, the Trust agrees that
neither PIMCO nor its members, officers, directors, or
employees shall be subject to any liability for, or any
damages, expenses or losses incurred in connection with,
any act or omission or mistake in judgment connected with
or arising out of any services rendered under this
Agreement, except by reason of willful misfeasance, bad
faith, or gross negligence in performance of PIMCO's
duties, or by reason of reckless disregard of PIMCO's
obligations and duties under this Agreement. This provision
shall govern only the liability to the Trust of PIMCO and
that of its members, officers, directors, and employees, and
shall in no way govern the liability to the Trust or PIMCO
or provide a defense for any other person including persons
that provide services for the Funds as described in this
Agreement.
9. Non-Exclusivity. The services of PIMCO to
the Trust under this contract are not to be deemed exclusive
as to PIMCO and PIMCO will be free to render similar
services to other investment companies and other clients.
Except to the extent necessary to perform PIMCO's
obligations under this Agreement, nothing herein shall be
deemed to limit or restrict the right of PIMCO, or any
affiliate of PIMCO, or any employee of PIMCO, to engage
in any other business or to devote time and attention to the
management or other aspects of any other business,
whether of a similar or dissimilar nature, or to render
services of any kind to any other corporation, firm,
individual or association.
10. Independent Contractor. PIMCO shall for all
purposes herein be deemed to be an independent contractor
and shall, unless otherwise expressly provided herein or
authorized by the Board of Trustees of the Trust from time
to time, have no authority to act for or represent the Trust
in any way or otherwise be deemed its agent.
11. Use of Name. It is understood that the
names "Pacific Investment Management Company LLC" or
"PIMCO" or any derivative thereof or logo associated with
those names and other servicemarks and trademarks owned
by PIMCO and its affiliates are the valuable property of
PIMCO and its affiliates, and that the Trust and/or the
Funds may use such names (or derivatives or logos) only as
permitted by PIMCO.
12. Notices. Notices of any kind to be given to
PIMCO by the Trust shall be in writing and shall be duly
given if mailed or delivered to PIMCO at 000 Xxxxxxx
Xxxxxx Xxxxx, Xxxxxxx Xxxxx, Xxxxxxxxxx 00000, or to such
other address or to such individual as shall be specified by
PIMCO. Notices of any kind to be given to the Trust by
PIMCO shall be in writing and shall be duly given if
mailed or delivered to 000 Xxxxxxx Xxxxxx Xxxxx, Xxxxxxx
Xxxxx, Xxxxxxxxxx 00000, or to such other address or to such
individual as shall be specified by the Trust.
13. Trust Obligation. A copy of the Trust's
Declaration of Trust has been provided to PIMCO and shall
be filed as an exhibit to the Trust's registration statement,
and notice is hereby given that the Agreement has been
executed on behalf of the Trust by an officer of the Trust in
his or her capacity as an officer and not individually. The
obligations of this Agreement shall only be binding upon
the assets and property of the Trust and shall not be binding
upon any trustee, officer, or shareholder of the Trust
individually.
14. Counterparts. This Agreement may be
executed in one or more counterparts, each of which shall
be deemed to be an original.
15. Miscellaneous. This Agreement shall be
governed by the laws of the State of California, provided
that nothing herein shall be construed in a manner
inconsistent with the 1940 Act, the Investment Advisers
Act of 1940, or any rule or order of the SEC thereunder.
(a) If any provision of this Agreement
shall be held or made invalid by a court decision, statute,
rule or otherwise, the remainder of this Agreement shall not
be affected thereby and, to this extent, the provisions of this
Agreement shall be deemed to be severable. To the extent
that any provision of this Agreement shall be held or made
invalid by a court decision, statute, rule or otherwise with
regard to any party, hereunder, such provisions with respect
to other parties hereto shall not be affected thereby.
(b) The captions in this Agreement are
included for convenience only and in no way define any of
the provisions hereof or otherwise affect their construction
or effect.
IN WITNESS WHEREOF, the parties hereto have
caused this instrument to be executed by their officers
designated below on the day and year first above written.
PIMCO ETF Trust
By: /s/Xxxxx X. Xxxxxx
Title: President
Pacific Investment Management Company LLC
By: /s/Xxxxxxx X. Xxxx
Title: Managing Director
ACKNOWLEGDED:
PIMCO Funds, on behalf of its series
Short-Term Floating NAV Portfolio
By: /s/Xxxxx X. Xxxxxx
Title: President
Schedule A
Schedule to Investment Management Agreement
PIMCO ETF Trust
As of April 24, 2009
Investment Management Fee Rates (%)
Fund Fee#
--------------------------------- ----
1-3 Year U.S. Treasury Index Fund 0.15
# Each Fund may invest in shares of PIMCO Funds:
Private Account Portfolio Series Short-Term Floating NAV
Portfolio, a series of PIMCO Funds ("PAPS Short-Term
Floating NAV Portfolio"). PAPS Short-Term Floating
NAV Portfolio is offered only to series of the Trust (each
an "Investing Fund") or other series of registered
investment companies for which PIMCO serves as
investment adviser. PAPS Short-Term Floating NAV
Portfolio does not pay an investment advisory fee to
PIMCO. By investing in the PAPS Short-Term Floating
NAV Portfolio, each Investing Fund agrees that 0.01% of
the fee that each Investing Fund is currently obligated to
pay PIMCO as indicated on this Schedule A, will be
designated as compensation for the investment advisory
services PIMCO provides to PAPS Short-Term Floating
NAV Portfolio under its investment advisory contract with
PIMCO.
SUPPLEMENT TO
INVESTMENT MANAGEMENT AGREEMENT
PIMCO ETF Trust
000 Xxxxxxx Xxxxxx Xxxxx
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000
October 31, 2012
Pacific Investment Management Company LLC
000 Xxxxxxx Xxxxxx Xxxxx
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000
RE: Name Changes for Certain Funds
Dear Sirs:
As provided in the Investment Management Agreement
between PIMCO ETF Trust (the "Trust") and Pacific
Investment Management Company LLC ("PIMCO"), dated
April 24, 2009 (the "Agreement"), Schedule A to the
Agreement sets forth the series of the Trust for which the
Agreement has been approved (collectively, the "Funds"),
under the same terms and conditions as set forth in the
Agreement, and the fee rates for the Funds, as may be
amended from time to time.
The Trust and PIMCO hereby agree to amend Schedule A
to reflect name changes for certain Funds. The current
Schedule A is replaced with the new Schedule A attached
hereto.
Schedule A
Schedule to Investment Management Agreement
PIMCO ETF Trust
As of October 31, 2012
Investment Management Fee Rates (%)
Fund Fee#
------------------------------------------------------------------- -----
PIMCO 0-1 Year U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO 0-5 Year High Yield Corporate Bond Index Exchange-Traded Fund 0.55
PIMCO 1-3 Year U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO 1-5 Year U.S. TIPS Index Exchange-Traded Fund 0.20
PIMCO 3-7 Year U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO 7-15 Year U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO 15+ Year U.S. TIPS Index Exchange-Traded Fund 0.20
PIMCO 25+ Year Zero Coupon U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO Australia Bond Index Exchange-Traded Fund 0.45
PIMCO Banking Sector Corporate Bond Index Fund 0.40
PIMCO Broad U.S. TIPS Index Exchange-Traded Fund 0.20
PIMCO Broad U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO Build America Bond Exchange-Traded Fund 0.45
PIMCO Canada Bond Index Exchange-Traded Fund 0.45
PIMCO Enhanced Short Maturity Exchange-Traded Fund 0.35
PIMCO Foreign Currency Strategy Exchange-Traded Fund 0.65
PIMCO Germany Bond Index Exchange-Traded Fund 0.45
PIMCO Global Advantage(r) Inflation-Linked Bond Exchange-Traded Fund 0.60
PIMCO Government Limited Maturity Exchange-Traded Fund 0.25
PIMCO High Yield Corporate Bond Index Exchange-Traded Fund 0.55
PIMCO Intermediate Municipal Bond Exchange-Traded Fund 0.35
PIMCO Investment Grade Corporate Bond Index Exchange-Traded Fund 0.20
PIMCO Prime Limited Maturity Exchange-Traded Fund 0.25
PIMCO Short Term Municipal Bond Exchange-Traded Fund 0.35
PIMCO Total Return Exchange-Traded Fund 0.55
# Each Fund may invest in shares of PIMCO Funds: Private Account
Portfolio Series Short-Term Floating NAV Portfolio and PIMCO
Funds: Private Account Portfolio Series Short-Term Floating NAV
Portfolio III, each series of PIMCO Funds (the "PAPS Short-Term
Floating NAV Portfolios"). The PAPS Short-Term Floating NAV
Portfolios are offered only to series of the Trust (each an
"Investing Fund") or other series of registered investment
companies for which PIMCO serves as investment adviser. The
PAPS Short-Term Floating NAV Portfolios, and their wholly-
owned subsidiaries (if any), do not pay an investment advisory fee
to PIMCO. By investing in the PAPS Short-Term Floating NAV
Portfolios, each Investing Fund agrees that 0.01% of the fee that
each Investing Fund is currently obligated to pay PIMCO, as
indicated on this Schedule A, will be designated as compensation
for the investment advisory services PIMCO provides to the PAPS
Short-Term Floating NAV Portfolios, and their wholly-owned
subsidiaries (if any), under the investment advisory contract with
PIMCO.
If the foregoing correctly sets forth the Agreement
between the Trust and PIMCO, please so indicate by
signing, dating and returning to the Trust the enclosed copy
hereof.
Very truly yours,
PIMCO ETF TRUST
By: /S/Xxxxxx X. Xxxxxx
Title: Vice President
ACCEPTED:
PACIFIC INVESTMENT MANAGEMENT COMPANY LLC
By: /s/ Xxxxx X. Xxxxxx
Title: Managing Director
PIMCO FUNDS, on behalf of its
series Private Account Portfolio
Series Short-Term Floating NAV
Portfolio
By: /S/Xxxxxx X. Xxxxxx
Title: Vice President
SUPPLEMENT TO
INVESTMENT MANAGEMENT AGREEMENT
PIMCO ETF Trust
000 Xxxxxxx Xxxxxx Xxxxx
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000
February 26, 2013
Pacific Investment Management Company LLC
000 Xxxxxxx Xxxxxx Xxxxx
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000
RE: PIMCO Diversified Income Exchange-Traded Fund,
PIMCO Low Duration Exchange-Traded Fund and
PIMCO Real Return Exchange-Traded Fund (each a
"Fund," and collectively, the "Funds")
Dear Sirs:
As provided in the Investment Management Agreement
between PIMCO ETF Trust (the "Trust") and Pacific
Investment Management Company LLC ("PIMCO"), dated
April 24, 2009 (the "Agreement"), the parties may amend
the Agreement to add additional series of the Trust, under
the same terms and conditions as set forth in the
Agreement, and at a fee rate set forth in Schedule A to the
Agreement, as may be amended from time to time.
The Trust and PIMCO hereby agree to amend the
Agreement as of the date hereof to add the Funds to
Schedule A. The current Schedule A is replaced with the
new Schedule A attached hereto.
Schedule A
Schedule to Investment Management Agreement
PIMCO ETF Trust
As of February 26, 2013
Investment Management Fee Rates (%)
Fund Fee#
------------------------------------------------------------------- ----
PIMCO 0-1 Year U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO 0-5 Year High Yield Corporate Bond Index Exchange-Traded Fund 0.55
PIMCO 1-3 Year U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO 1-5 Year U.S. TIPS Index Exchange-Traded Fund 0.20
PIMCO 3-7 Year U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO 7-15 Year U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO 15+ Year U.S. TIPS Index Exchange-Traded Fund 0.20
PIMCO 25+ Year Zero Coupon U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO Australia Bond Index Exchange-Traded Fund 0.45
PIMCO Banking Sector Corporate Bond Index Fund 0.40
PIMCO Broad U.S. TIPS Index Exchange-Traded Fund 0.20
PIMCO Broad U.S. Treasury Index Exchange-Traded Fund 0.15
PIMCO Build America Bond Exchange-Traded Fund 0.45
PIMCO Canada Bond Index Exchange-Traded Fund 0.45
PIMCO Diversified Income Exchange-Traded Fund 0.85
PIMCO Enhanced Short Maturity Exchange-Traded Fund 0.35
PIMCO Foreign Currency Strategy Exchange-Traded Fund 0.65
PIMCO Germany Bond Index Exchange-Traded Fund 0.45
PIMCO Global Advantage(r) Inflation-Linked Bond Exchange-Traded Fund 0.60
PIMCO Government Limited Maturity Exchange-Traded Fund 0.25
PIMCO High Yield Corporate Bond Index Exchange-Traded Fund 0.55
PIMCO Intermediate Municipal Bond Exchange-Traded Fund 0.35
PIMCO Investment Grade Corporate Bond Index Exchange-Traded Fund 0.20
PIMCO Low Duration Exchange-Traded Fund 0.55
PIMCO Prime Limited Maturity Exchange-Traded Fund 0.25
PIMCO Real Return Exchange-Traded Fund 0.55
PIMCO Short Term Municipal Bond Exchange-Traded Fund 0.35
PIMCO Total Return Exchange-Traded Fund 0.55
# Each Fund may invest in shares of PIMCO Funds: Private Account
Portfolio Series Short-Term Floating NAV Portfolio and PIMCO Funds:
Private Account Portfolio Series Short-Term Floating NAV Portfolio III,
each series of PIMCO Funds (the "PAPS Short-Term Floating NAV
Portfolios"). The PAPS Short-Term Floating NAV Portfolios are offered
only to series of the Trust (each an "Investing Fund") or other series of
registered investment companies for which PIMCO serves as investment
adviser. The PAPS Short-Term Floating NAV Portfolios, and their
wholly-owned subsidiaries (if any), do not pay an investment advisory fee
to PIMCO. By investing in the PAPS Short-Term Floating NAV
Portfolios, each Investing Fund agrees that 0.01% of the fee that each
Investing Fund is currently obligated to pay PIMCO, as indicated on this
Schedule A, will be designated as compensation for the investment
advisory services PIMCO provides to the PAPS Short-Term Floating
NAV Portfolios, and their wholly-owned subsidiaries (if any), under the
investment advisory contract with PIMCO.
If the foregoing correctly sets forth the Agreement
between the Trust and PIMCO, please so indicate by
signing, dating and returning to the Trust the enclosed copy
hereof.
Very truly yours,
PIMCO ETF TRUST
By: /s/Xxxxxx X. Xxxxxx
Title: Vice President
ACCEPTED:
PACIFIC INVESTMENT MANAGEMENT COMPANY LLC
By: /s/Xxxxx X. Xxxxxx
Title: Managing Director
PIMCO FUNDS, on behalf of its
series Private Account Portfolio
Series Short-Term Floating NAV
Portfolio
By: /s/Xxxxxx X. Xxxxxx
Title: Vice President
