INVESTMENT MANAGEMENT AGREEMENT STONE RIDGE TRUST

Appointment.

Authority and Duties of the Investment Manager.

Investment Advisory Services. The Investment Manager, or an affiliate of the Investment Manager (“Investment Manager Affiliate”), to the extent permitted by applicable laws, rules and regulatory interpretations, agrees to furnish continuously an investment program for each Fund. In this regard the Investment Manager will manage the investment and reinvestment of each Fund’s assets, determine what investments will be purchased, held, sold or exchanged by each Fund and what portion, if any, of the assets of each Fund will be held uninvested, and continuously review, supervise and administer the investment program of each Fund.

The Trust constitutes and appoints the Investment Manager as each Fund’s true and lawful representative and attorney-in-fact, with full power of delegation (to any one or more permitted sub-advisers), in such Fund’s name, place and stead, to make, execute, sign, acknowledge and deliver all subscription and other agreements, contracts and undertakings on behalf of each Fund as the Investment Manager may deem necessary or advisable for implementing the investment program of each Fund by purchasing, selling and redeeming its assets and placing orders for such purchases and sales. Any delegation of duties pursuant to this paragraph shall comply with all applicable provisions of Section 15 of the Investment Company Act of 1940, as amended (the “Investment Company Act”), and the rules thereunder, except to the extent otherwise permitted by any exemptive order of the Securities and Exchange Commission, or similar relief, and requirements under Commodity Futures Trading Commission (“CFTC”) rules and guidance.

Each Fund may delegate to the Investment Manager, subject to revocation at the discretion of the Board of Trustees of the Trust, the responsibility for voting proxies relating to such Fund’s portfolio securities pursuant to written proxy voting policies and procedures established by the Investment Manager. Notwithstanding such delegation, with respect to securities issued by an investment vehicle or fund in which such Fund may invest and that is managed by the Investment Manager, or an Investment Manager Affiliate, such Fund

will reserve the right, and will not delegate responsibility to the Investment Manager, to vote any proxies relating to such securities, pursuant to applicable law including the Investment Company Act.

The Investment Manager agrees that it will discharge its responsibilities under this Agreement with respect to each Fund subject to the supervision of the Board of Trustees of the Trust and in accordance with the terms hereof, the Trust’s Agreement and Declaration of Trust and Bylaws, the investment objectives, policies, guidelines and restrictions of such Fund, the Investment Company Act, the applicable rules and regulations of the Securities and Exchange Commission and other applicable federal and state laws, the rules of any self-regulatory organization and any policies determined by the Trust’s Board of Trustees, all as from time to time in effect.

Subject to the prior approval of a majority of the Trustees, including a majority of the Trustees who are not “interested persons” of a Fund and, to the extent required by the Investment Company Act and the rules and regulations thereunder, subject to any applicable guidance, exemptive order or interpretation of the Securities and Exchange Commission or its staff, by the shareholders of a Fund, the Investment Manager may, from time to time, delegate to a sub-adviser any of the Investment Manager’s duties under this Agreement, including the management of all or a portion of the assets being managed. In all instances, however, the Investment Manager must oversee the provision of delegated services, the Investment Manager must bear the separate costs of employing any sub-adviser (provided that each Fund will remain responsible for its own expenses, as described in Section 4 below), and no delegation will relieve the Investment Manager of any of its obligations under this Agreement. The Investment Manager agrees that it will not exercise investment power with respect to any investments in equity securities, including any equity securities within the meaning of Rule 13d-1 under the Securities Exchange Act of 1934, as amended, made on a Fund’s behalf by any sub-adviser retained by the Investment Manager in accordance with this Section 2(a)(iv).

Shareholder Servicing, Administrative and Other Services. The shareholder servicing, administrative and other services to be provided by the Investment Manager shall include the following for each Fund:

The Investment Manager shall supervise and coordinate matters relating to the operation of each Fund, including any necessary coordination among the custodian, administrator, fund accountant, and transfer agent, accountants, attorneys, auction agents, and other parties performing services or operational functions for a Fund.

The Investment Manager shall provide, or cause a third party to provide, each Fund, at the Investment Manager’s expense, with adequate personnel, office space, communications facilities, and other facilities necessary for the operations of the Funds as contemplated in this Agreement as well as provide, or cause a third party to provide, each Fund, at the Investment Manager’s expense, with the services of a sufficient number of persons competent to perform such shareholder servicing, administrative and other services as are necessary for compliance with federal securities laws and other applicable laws.

The Investment Manager shall maintain or supervise the maintenance by third parties of such books and records of the Funds as may be required by applicable federal or state law.

The Investment Manager, or an Investment Manager Affiliate, to the extent permitted by applicable laws, rules and regulatory interpretations, shall provide, or shall cause a third party to provide, information and services for the benefit of each Fund’s shareholders, including investor services and administrative assistance.

The Investment Manager shall pay, at the expense of the Investment Manager, the following persons to provide services to each Fund: (i) a custodian or custodians, and a foreign custody manager or foreign custody managers, if needed, to provide for the safekeeping of the Fund’s assets; (ii) an administrator for the Fund; (iii) a transfer agent for the Fund; (iv) a fund accountant for the Fund; and (v) legal counsel for the Fund in connection with the ordinary course of the Fund’s business. The Investment Manager agrees to be party to the agreements between the Funds and the service providers referenced in this Section 2(b)(v) solely for the purpose of paying the fees to be paid to such service providers.

Fees.

Expenses.

The Investment Manager shall pay all expenses of each Fund other than the expenses set forth in Section 4(b) below. The Investment Manager shall bear its own operating and overhead expenses attributable to its duties hereunder (such as salaries, bonuses, rent, office and administrative expenses, depreciation and amortization, and auditing expenses).

Each Fund will bear the following expenses: the Unified Management Fee; ordinary and recurring investment expenses, including all fees and expenses directly related to portfolio transactions and positions for such Fund’s account (including brokerage, clearing, and settlement costs), interest charges, custody or other expenses attributable to negative interest rates on investments or cash, borrowing and other investment-related costs and fees including interest and commitment fees, short dividend expense, acquired fund fees and expenses, and taxes; litigation and indemnification expenses, judgments and extraordinary expenses not incurred in the ordinary course of the Fund’s business.

The Investment Manager will place orders either directly with the issuer or with brokers or dealers selected by the Investment Manager. In the selection of such brokers or dealers and the placing of such orders for each Fund, the Investment Manager will use its best efforts to obtain the most favorable price and execution available, except to the extent it may be permitted to pay higher

brokerage commissions for brokerage and research services as described below. In using its best efforts to obtain for each Fund the most favorable price and execution available, the Investment Manager, bearing in mind such Fund’s best interests at all times, will consider all factors it deems relevant, including by way of illustration, price, the size of the transaction, the nature of the market for the security, the amount of the commission, the timing of the transaction taking into account market prices and trends, the reputation, experience and financial stability of the broker or dealer involved and the quality of service rendered by the broker or dealer in other transactions. The Investment Manager will not be deemed to have acted unlawfully or to have breached any duty created by this Agreement or otherwise solely by reason of its having caused a Fund to pay a broker or dealer that provides brokerage and research services to the Investment Manager an amount of commission for effecting a portfolio investment transaction in excess of the amount of commission another broker or dealer would have charged for effecting that transaction, if the Investment Manager determines in good faith that such amount of commission was reasonable in relation to the value of the brokerage and research services provided by such broker or dealer, viewed in terms of either that particular transaction or the Investment Manager’s overall responsibilities with respect to a Fund and/or to other clients of the Investment Manager as to which the Investment Manager exercises investment discretion. In no instance, however, will a Fund’s portfolio securities be purchased from or sold to the Investment Manager, or any “affiliated person” thereof, except to the extent permitted by the Securities and Exchange Commission or by applicable law.

Other Activities and Investments.

The Investment Manager and its affiliates and any of their respective members, partners, officers, and employees shall devote so much of their time to the affairs of the Funds as in the judgment of the Investment Manager the conduct of its business shall reasonably require, and none of the Investment Manager or its affiliates shall be obligated to do or perform any act or thing in connection with the business of the Funds not expressly set forth herein.

The services of the Investment Manager to the Funds are not to be deemed exclusive, and the Investment Manager is free to render similar services to others so long as its services to the Funds are not impaired thereby. To the extent that affiliates of, or other accounts managed by, the Investment Manager invest in underlying funds or other investment opportunities that limit the amount of assets and the number of accounts that they will manage, the Investment Manager may be required to choose between a Fund and other accounts or affiliated entities in making allocation decisions. The Investment Manager will make allocation decisions in a manner it believes to be equitable to each account. It is recognized that in some cases this may adversely affect the price paid or received by a Fund or the size or position obtainable for or disposed by a Fund. Nothing herein contained in this Section 5 shall be deemed to preclude the Investment Manager or its affiliates from exercising investment responsibility, from engaging directly or indirectly in any other business or from directly or indirectly purchasing, selling, holding or otherwise dealing with any securities of underlying funds or other investment opportunities for the account of any such other business, for their own accounts, for any of their family members or for other clients.

It is understood that any of the shareholders, Trustees, officers and employees of a Fund may be a shareholder, director, officer or employee of, or be otherwise interested in, the Investment Manager, and in any person controlled by or under common control with the Investment Manager, and that the Investment Manager and any person controlled by or under common control with the Investment Manager may have an interest in a Fund. It is also understood that the Investment Manager and any person controlled by or under common control with the Investment Manager may have advisory, management, service or other contracts with other organizations and persons and may have other interests and business.

Reports and Other Information.

Each Fund and the Investment Manager agree to furnish to each other, if applicable, current prospectuses, proxy statements, reports to shareholders, certified copies of their financial statements, and such other information with respect to their affairs as each may reasonably request. The Investment Manager further agrees to furnish to each Fund, if applicable, the same such documents and information pertaining to any sub-adviser as such Fund may reasonably request.

Any records required to be maintained and preserved under CFTC rules and guidance and pursuant to the provisions of Rule 31a-1 and 31a-2 under the Investment Company Act which are prepared or maintained by the Investment Manager (or any sub-adviser or administrator) on behalf of a Fund are the property of such Fund and will be surrendered promptly to such Fund on request. The Investment Manager further agrees to preserve the necessary records in accordance with applicable law.

Scope of Liability; Indemnification.

In the absence of willful misfeasance, bad faith or gross negligence on the part of the Investment Manager and any Investment Manager Affiliate, or reckless disregard of its obligations and duties hereunder, the Investment Manager and any Investment Manager Affiliate shall not be subject to any liability to any Fund or to any shareholder of any Fund, for any act or omission in the course of, or connected with, rendering services hereunder. Each Fund shall, to the fullest extent permitted by law, indemnify and save harmless the Investment Manager, any Investment Manager Affiliate, their affiliates and any of their respective partners, members, directors, officers, employees or shareholders (the “Indemnitees”) from and against any and all claims, liabilities, damages, losses, costs and expenses, that are incurred by any Indemnitee and that arise out of or in connection with the performance or non-performance of or by the Indemnitee of any of the Investment Manager’s or Investment Manager Affiliate’s responsibilities hereunder, provided that an Indemnitee shall be entitled to indemnification hereunder only if the Indemnitee acted in good faith and in a manner the Indemnitee reasonably believed to be in or not opposed to the best interests of such Fund; provided, however, that no Indemnitee shall be indemnified against any liability to any Fund or its shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the Indemnitee’s duties under this Agreement (“disabling conduct”). An Indemnitee is entitled to indemnification hereunder only upon (i) a final decision on the merits by a court or other body before whom the proceeding was brought that the Indemnitee was not liable by reason of disabling conduct or, (ii) in the absence of such a decision, a reasonable determination, based upon a review of readily available facts (as opposed to a full trial-type inquiry), that the Indemnitee was not liable by reason of disabling conduct by either (A) the vote of a majority of a quorum of the Trustees of the Trust who are neither “interested persons” of the applicable Fund nor parties to the proceeding or (B) legal counsel selected by a vote of a majority of the Board of Trustees of the Trust, further provided that such counsel’s determination be written and provided to the Board of Trustees.

Expenses, including reasonable counsel fees incurred by the Indemnitee (but excluding amounts paid in satisfaction of judgments, in compromise or as fines or penalties), shall be paid from time to time by a Fund in advance of the final disposition of a proceeding upon receipt by the Fund of an undertaking by or on behalf of the Indemnitee to repay amounts so paid to such Fund if it is ultimately determined that indemnification of such expenses is not authorized under this Agreement. As used in this Agreement, the term “interested person” shall have the same meaning set forth in the Investment Company Act.

Independent Contractor.

Term; Termination; Renewal.

unless otherwise terminated, this Agreement shall continue in effect for two years from the date of execution, and from year to year thereafter so long as such continuance is specifically approved at least annually (i) by the Board of Trustees of the Trust or by vote of a majority of the outstanding voting securities of the applicable Fund, and (ii) by vote of a majority of the members of the Board of Trustees of the Trust who are not “interested persons” of the Trust or the Investment Manager, cast in person at a meeting called for the purpose of voting on such approval;

this Agreement may at any time be terminated on sixty (60) days’ written notice to the Investment Manager either by vote of the Board of Trustees of the Trust or by vote of a majority of the outstanding voting securities of such Fund;

this Agreement shall automatically terminate in the event of its assignment; and

this Agreement may be terminated by the Investment Manager on sixty (60) days’ written notice to such Fund.

Amendment; Modification; Waiver.

Use of the Name “Stone Ridge.”

License to Proprietary Technology.

Notices.

Governing Law.

Fund Obligations.

Counterparts.

Severability.

LifeX Income Fund 1948M

LifeX Income Fund 1948F

LifeX Income Fund 1949M

LifeX Income Fund 1949F

LifeX Income Fund 1950M

LifeX Income Fund 1950F

LifeX Income Fund 1951M

LifeX Income Fund 1951F

LifeX Income Fund 1952M

LifeX Income Fund 1952F

LifeX Income Fund 1953M

LifeX Income Fund 1953F

LifeX Income Fund 1954M

LifeX Income Fund 1954F

LifeX Income Fund 1955M

LifeX Income Fund 1955F

LifeX Income Fund 1956M

LifeX Income Fund 1956F

LifeX Income Fund 1957M

LifeX Income Fund 1957F

LifeX Income Fund 1958M

LifeX Income Fund 1958F

LifeX Income Fund 1959M

LifeX Income Fund 1959F

LifeX Income Fund 1960M

LifeX Income Fund 1960F

LifeX Income Fund 1961M

LifeX Income Fund 1961F

LifeX Income Fund 1962M

LifeX Income Fund 1962F

LifeX Income Fund 1963M

LifeX Income Fund 1963F