JOHN HANCOCK FUNDS III AMENDMENT TO SUBADVISORY AGREEMENT
EX (d)(5)
▇▇▇▇ ▇▇▇▇▇▇▇ FUNDS III
AMENDMENT TO SUBADVISORY AGREEMENT
AMENDMENT (the “Amendment”) made this _12th day of __December__, 2024, to the Subadvisory Agreement dated January 1, 2014, as amended (the “Agreement”), between ▇▇▇▇ ▇▇▇▇▇▇▇ Investment Management, LLC, a Delaware limited liability company (the “Adviser”), and Boston Partners Global Investors, Inc., a Delaware corporation (the “Subadviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:
| 1. | CHANGE IN APPENDIX A |
Appendix A of the Agreement relating to the compensation of the Subadviser is replaced in its entirety by the attached Appendix A. Appendix A is amended to revise the fee aggregation provisions for ▇▇▇▇ ▇▇▇▇▇▇▇ Disciplined Value Fund. This Amendment supersedes any prior amendment to the Agreement relating to compensation of the Subadviser.
| 2. | EXECUTION |
This Agreement and any amendments hereto and any notices or other communications hereunder that are required to be in writing may be in electronic form (including without limitation by facsimile and, in the case of notices and other communications, email) and may be executed by means of electronic signatures.
| 3. | EFFECTIVE DATE |
This Amendment shall become effective on or about _December 12_, 2024 following approval of the Amendment by the Board of Trustees of ▇▇▇▇ ▇▇▇▇▇▇▇ Funds III.
| 4. | DEFINED TERMS |
Unless otherwise defined herein, capitalized terms used herein have the meanings specified in or pursuant to the Agreement.
| 5. | OTHER TERMS OF THE AGREEMENT |
Except as specifically amended hereby, all of the terms and conditions of the Agreement shall continue to be in full force and effect and shall be binding upon the parties in accordance with their respective terms.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed under seal by their duly authorized officers as of the date first mentioned above.
| ▇▇▇▇ ▇▇▇▇▇▇▇ INVESTMENT MANAGEMENT LLC | ||
| By: | /s/ ▇▇▇ ▇▇▇▇▇▇▇▇▇ | |
| Name: | ▇▇▇ ▇▇▇▇▇▇▇▇▇ | |
| Title: | Chief Investment Officer | |
| BOSTON PARTNERS GLOBAL INVESTORS, INC. | ||
| By: | /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ | |
| Name: | ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ | |
| Title: | General Counsel | |
| By: | /s/ ▇▇▇▇ ▇▇▇▇▇▇ | |
| Name: | ▇▇▇▇ ▇▇▇▇▇▇ | |
| Title: | CFO | |
2
APPENDIX A
▇▇▇▇ ▇▇▇▇▇▇▇ Disciplined Value Fund
The Subadviser shall serve as investment subadviser for each Portfolio of the Trust listed below. The Adviser will pay the Subadviser, as full compensation for all services provided under this Agreement with respect to the net assets of each Portfolio managed by the Subadviser, the fee computed separately for such Portfolio at an annual rate as follows (the “Subadviser Fee”):
| Portfolio |
First $500 million of Aggregate Net Assets* |
Next $500 million of Aggregate Net Assets* |
Next $500 million of Aggregate Net Assets* |
Next $1 billion of Aggregate Net Assets* |
Next $10 billion of Aggregate Net Assets* |
Excess over $12.5 billion of Aggregate Net Assets* |
||||||||||||||||||
| ▇▇▇▇ ▇▇▇▇▇▇▇ Disciplined Value Fund |
0.280 | % | 0.255 | % | 0.230 | % | 0.205 | % | 0.175 | % | 0.150 | % | ||||||||||||
| *The | term Aggregate Net Assets includes the net assets of a Portfolio. It also includes the net assets of one or more other portfolios of the Trust or other portfolios managed by the Subadviser, as indicated below, but in each case only for the period during which the Subadviser for the Trust Portfolio also serves as the subadviser for the Other Portfolio(s), and only with respect to the net assets of such Other Portfolio(s) that are either managed by the Subadviser or represent an investment in another portfolio managed by the Subadviser. |
For purposes of determining Aggregate Net Assets and calculating the Subadviser Fee, the net assets of the Portfolio and each other portfolio of the Trust are determined as of the close of business on the previous business day of the Trust, and the net assets of each Other Portfolio are determined as of the close of business on the previous business day (and to the extent not available, as of the most recent practicable day) of that portfolio.
| Trust Portfolio(s) |
Other Portfolio(s) | |
| ▇▇▇▇ ▇▇▇▇▇▇▇ Disciplined Value Fund | That portion of the net assets of ▇▇▇▇ ▇▇▇▇▇▇▇ Disciplined Value Trust, a series trust of the ▇▇▇▇ ▇▇▇▇▇▇▇ Trust Company Collective Investment Trust that is invested in a pooled vehicle managed by the Subadviser or an affiliate of the Subadviser | |
A-1
The Subadviser Fee for a Portfolio shall be based on the applicable annual fee rate for the Portfolio, which for each day shall be equal to: (i) the sum of the amounts determined by applying the annual percentage rates in the table to the applicable portions of Aggregate Net Assets; divided by (ii) Aggregate Net Assets (the “Applicable Annual Fee Rate”). The Subadviser Fee for each Portfolio shall be accrued for each calendar day, and the sum of the daily fee accruals shall be paid monthly to the Subadviser within 30 calendar days of the end of each month. The daily fee accruals will be computed by multiplying the fraction of one over the number of calendar days in the year by the Applicable Annual Fee Rate, and multiplying this product by the net assets of the Portfolio. The Adviser shall provide the Subadviser with such information as the Subadviser may reasonably request supporting the calculation of the fees paid to it hereunder. Fees shall be paid either by wire transfer or check, as directed by ▇▇▇▇▇▇▇▇▇▇.
▇▇▇▇ ▇▇▇▇▇▇▇ Disciplined Value Mid Cap Fund
The Subadviser shall serve as investment subadviser for each Portfolio of the Trust listed below. The Adviser will pay the Subadviser, as full compensation for all services provided under this Agreement with respect to the net assets of each Portfolio managed by the Subadviser, the fee computed separately for such Portfolio at an annual rate as follows (the “Subadviser Fee”):
| Portfolio |
First $500 million of Aggregate Net Assets* |
Next $500 million of Aggregate Net Assets* |
Next $500 million of Aggregate Net Assets* |
Next $1 billion of Aggregate Net Assets* |
Excess over $2.5 billion of Aggregate Net Assets* |
|||||||||||||||
| ▇▇▇▇ ▇▇▇▇▇▇▇ Disciplined Value Mid Cap Fund |
0.350 | % | 0.325 | % | 0.300 | % | 0.275 | % | 0.250 | % | ||||||||||
| *The | term Aggregate Net Assets includes the net assets of a Portfolio. It also includes the net assets of one or more other portfolios of the Trust or Other Portfolios managed by the Subadviser, as indicated below, but in each case only for the period during which the Subadviser for the Trust Portfolio also serves as the subadviser for the Other Portfolio(s), and only with respect to the net assets of such Other Portfolio(s) that are either managed by the Subadviser or represent an investment in another portfolio managed by the Subadviser. |
For purposes of determining Aggregate Net Assets and calculating the Subadviser Fee, the net assets of the Portfolio and each other portfolio of the Trust are determined as of the close of business on the previous business day of the Trust, and the net assets of each Other Portfolio are determined as of the close of business on the previous business day (and to the extent not available, as of the most recent practicable day) of that portfolio.
| Portfolio(s) |
Other Portfolios(s) | |
| ▇▇▇▇ ▇▇▇▇▇▇▇ Disciplined Value Mid Cap Fund | That portion of the net assets of ▇▇▇▇ ▇▇▇▇▇▇▇ Disciplined Value Mid Cap Trust, a series trust of the ▇▇▇▇ ▇▇▇▇▇▇▇ Trust Company Collective Investment Trust, that is invested in a pooled vehicle managed by the Subadviser or an affiliate of the Subadviser | |
A-2
The Subadviser Fee for a Portfolio shall be based on the applicable annual fee rate for the Portfolio, which for each day shall be equal to: (i) the sum of the amounts determined by applying the annual percentage rates in the table to the applicable portions of Aggregate Net Assets; divided by (ii) Aggregate Net Assets (the “Applicable Annual Fee Rate”). The Subadviser Fee for each Portfolio shall be accrued for each calendar day, and the sum of the daily fee accruals shall be paid monthly to the Subadviser within 30 calendar days of the end of each month. The daily fee accruals will be computed by multiplying the fraction of one over the number of calendar days in the year by the Applicable Annual Fee Rate, and multiplying this product by the net assets of the Portfolio. The Adviser shall provide the Subadviser with such information as the Subadviser may reasonably request supporting the calculation of the fees paid to it hereunder. Fees shall be paid either by wire transfer or check, as directed by ▇▇▇▇▇▇▇▇▇▇.
If, with respect to any Portfolio, this Agreement becomes effective or terminates, or if the manner of determining the Applicable Annual Fee Rate changes, before the end of any month, the fee (if any) for the period from the effective date to the end of such month or from the beginning of such month to the date of termination or from the beginning of such month to the date such change, as the case may be, shall be prorated according to the proportion which such period bears to the full month in which such effectiveness or termination or change occurs.
A-3