AMENDMENT NO. 4 TO THE AMENDED AND RESTATED MASTER INVESTMENT ADVISORY AGREEMENT OF AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
AMENDMENT NO. 4
TO THE AMENDED AND RESTATED
MASTER INVESTMENT ADVISORY AGREEMENT OF
AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
This Amendment, effective as of April 29, 2024, amends the Amended and Restated Master Investment Advisory Agreement (the “Agreement”), dated July 1, 2020, by and between AIM Variable Insurance Funds (Invesco Variable Insurance Funds), a Delaware business trust (the “Trust”) and Invesco Advisers, Inc., a Delaware corporation (the “Adviser”).
W I T N E S S E T H:
WHEREAS, the parties desire to amend the Agreement to remove Invesco V.I. Conservative Balanced Fund from Appendix A and Appendix B to the Agreement, effective April 29, 2024.
NOW, THEREFORE, the parties agree that:
| 1. | Appendix A and Appendix B to the Agreement are hereby deleted in their entirety and replaced with the following: |
“APPENDIX A
FUNDS AND EFFECTIVE DATES
| Name of Fund | Effective Date of Advisory Agreement |
| Invesco V.I. ▇▇▇▇▇▇▇▇▇▇▇ International Growth Fund | May 24, 2019 |
| Invesco V.I. American Franchise Fund | February 12, 2010 |
| Invesco V.I. American Value Fund | February 12, 2010 |
| Invesco V.I. Balanced-Risk Allocation Fund | January 7, 2011 |
| Invesco V.I. Capital Appreciation Fund | May 24, 2019 |
| Invesco V.I. ▇▇▇▇▇▇▇▇ Fund | February 12, 2010 |
| Invesco V.I. Core Equity Fund | May 1, 2000 |
| Invesco V.I. Core Plus Bond Fund | May 1, 2000 |
| Invesco V.I. Discovery Mid Cap Growth Fund | May 24, 2019 |
| Invesco V.I. Diversified Dividend Fund | February 12, 2010 |
| Invesco V.I. Equally-Weighted S&P 500 Fund | February 12, 2010 |
| Invesco V.I. Equity and Income Fund | February 12, 2010 |
| Invesco V.I. Global Core Equity Fund | February 12, 2010 |
| Invesco V.I. Global Fund | May 24, 2019 |
| Invesco V.I. Global Real Estate Fund | April 30, 2004 |
| Invesco V.I. Global Strategic Income Fund | May 24, 2019 |
| Invesco V.I. Government Money Market Fund | May 1, 2000 |
| Invesco V.I. Government Securities Fund | May 1, 2000 |
| Invesco V.I. Growth and Income Fund | February 12, 2010 |
| Invesco V.I. Health Care Fund | April 30, 2004 |
| Invesco V.I. High Yield Fund | May 1, 2000 |
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| Invesco V.I. EQV International Equity Fund | May 1, 2000 |
| Invesco V.I. Main Street Fund® | May 24, 2019 |
| Invesco V.I. Main Street Mid Cap Fund | September 10, 2001 |
| Invesco V.I. Main Street Small Cap Fund | May 24, 2019 |
| Invesco V.I. S&P 500 Buffer Fund – March | September 7, 2021 |
| Invesco V.I. S&P 500 Buffer Fund – June | September 7, 2021 |
| Invesco V.I. S&P 500 Buffer Fund – September | September 7, 2021 |
| Invesco V.I. S&P 500 Buffer Fund – December | September 7, 2021 |
| Invesco V.I. NASDAQ 100 Buffer Fund – March | September 7, 2021 |
| Invesco V.I. NASDAQ 100 Buffer Fund – June | September 7, 2021 |
| Invesco V.I. NASDAQ 100 Buffer Fund – September | September 7, 2021 |
| Invesco V.I. NASDAQ 100 Buffer Fund – December | September 7, 2021 |
| Invesco V.I. Small Cap Equity Fund | September 1, 2003 |
| Invesco V.I. Technology Fund | April 30, 2004 |
| Invesco V.I. U.S. Government Money Portfolio | May 24, 2019 |
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APPENDIX B
COMPENSATION TO THE ADVISOR
The Trust shall pay the Adviser, out of the assets of each Fund, as full compensation for all services rendered, an advisory fee for such Funds as set forth below. Such fee shall be calculated by applying the following annual rates to the average daily net assets of such Funds for the calendar year computed in the manner used for the determination of the net asset value of shares of such Funds.
Invesco ▇▇▇▇▇▇▇▇▇▇▇ V.I. International Growth Fund*
| Net Assets | Annual Rate | |||
| First $250 million | 1.000 | % | ||
| Next $250 million | 0.900 | % | ||
| Next $500 million | 0.850 | % | ||
| Over $1 billion | 0.820 | % | ||
Invesco V.I. American Franchise Fund
| Net Assets | Annual Rate | |||
| First $250 million | 0.695 | % | ||
| Next $250 million | 0.67 | % | ||
| Next $500 million | 0.645 | % | ||
| Next $550 million | 0.62 | % | ||
| Next $3.45 billion | 0.60 | % | ||
| Next $250 million | 0.595 | % | ||
| Next $2.25 billion | 0.57 | % | ||
| Next $2.5 billion | 0.545 | % | ||
| Over $10 billion | 0.52 | % | ||
Invesco V.I. American Value Fund
| Net Assets | Annual Rate | |||
| First $250 million | 0.695 | % | ||
| Next $250 million | 0.67 | % | ||
| Next $500 million | 0.645 | % | ||
| Next $1.5 billion | 0.62 | % | ||
| Next $2.5 billion | 0.595 | % | ||
| Next $2.5 billion | 0.57 | % | ||
| Next $2.5 billion | 0.545 | % | ||
| Over $10 billion | 0.52 | % | ||
Invesco V.I. Balanced-Risk Allocation Fund
| Net Assets | Annual Rate* | |||
| First $250 million | 0.95 | % | ||
| Next $250 million | 0.925 | % | ||
| Next $500 million | 0.90 | % | ||
| Next $1.5 billion | 0.875 | % | ||
| Next $2.5 billion | 0.85 | % | ||
| Next $2.5 billion | 0.825 | % | ||
| Next $2.5 billion | 0.80 | % | ||
| Over $10 billion | 0.775 | % | ||
* To the extent Invesco V.I. Balanced-Risk Allocation Fund invests its assets in Invesco Cayman Commodity Fund IV Ltd., a direct wholly-owned subsidiary of Invesco V.I. Balanced-Risk Allocation Fund, the Adviser shall not collect the portion of the advisory fee that the Adviser would otherwise be entitled to collect from Invesco V.I. Balanced-Risk Allocation Fund, in an amount equal to 100% of the advisory fee that the Adviser receives from Invesco Cayman Commodity Fund IV Ltd.
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Invesco V.I. Capital Appreciation Fund*
| Net Assets | Annual Rate | |||
| First $200 million | 0.750 | % | ||
| Next $200 million | 0.720 | % | ||
| Next $200 million | 0.690 | % | ||
| Next $200 million | 0.660 | % | ||
| Next $200 million | 0.600 | % | ||
| Over $1 billion | 0.580 | % | ||
Invesco V.I. ▇▇▇▇▇▇▇▇ Fund
Invesco V.I. Growth and Income Fund
| Net Assets | Annual Rate | |||
| First $500 million | 0.60 | % | ||
| Over $500 million | 0.55 | % | ||
Invesco V.I. Core Equity Fund
| Net Assets | Annual Rate | |||
| First $250 million | 0.65 | % | ||
| Over $250 million | 0.60 | % | ||
Invesco V.I. Core Plus Bond Fund
| Net Assets | Annual Rate | |||
| First $500 million | 0.450 | % | ||
| Next $500 million | 0.425 | % | ||
| Next $1.5 billion | 0.400 | % | ||
| Next $2.5 billion | 0.375 | % | ||
| Over $5 billion | 0.350 | % | ||
Invesco V.I. Discovery Mid Cap Growth Fund*
| Net Assets | Annual Rate | |||
| First $200 million | 0.750 | % | ||
| Next $200 million | 0.720 | % | ||
| Next $200 million | 0.690 | % | ||
| Next $200 million | 0.660 | % | ||
| Next $700 million | 0.600 | % | ||
| Over $1.5 billion | 0.580 | % | ||
Invesco V.I. Diversified Dividend Fund
| Net Assets | Annual Rate | |||
| First $250 million | 0.545 | % | ||
| Next $750 million | 0.42 | % | ||
| Next $1 billion | 0.395 | % | ||
| Over $2 billion | 0.37 | % | ||
Invesco V.I. Equity and Income Fund
| Net Assets | Annual Rate | |||
| First $150 million | 0.50 | % | ||
| Next $100 million | 0.45 | % | ||
| Next $100 million | 0.40 | % | ||
| Over $350 million | 0.35 | % | ||
* The advisory fee payable by the Fund shall be reduced by any amounts paid by such Fund under the Administrative Services Agreement between such Fund and Invesco Advisers, Inc.
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Invesco V.I. Global Core Equity Fund
| Net Assets | Annual Rate | |||
| First $1 billion | 0.67 | % | ||
| Next $500 million | 0.645 | % | ||
| Next $1 billion | 0.62 | % | ||
| Next $1 billion | 0.595 | % | ||
| Next $1 billion | 0.57 | % | ||
| Over $4.5 billion | 0.545 | % | ||
Invesco V.I. Global Fund*
| Net Assets | Annual Rate | |||
| First $200 million | 0.750 | % | ||
| Next $200 million | 0.720 | % | ||
| Next $200 million | 0.690 | % | ||
| Next $200 million | 0.660 | % | ||
| Next $4.2 billion | 0.600 | % | ||
| Over $5 billion | 0.580 | % | ||
Invesco V.I. Global Strategic Income Fund*
| Net Assets | Annual Rate** | |||
| First $200 million | 0.750 | % | ||
| Next $200 million | 0.720 | % | ||
| Next $200 million | 0.690 | % | ||
| Next $200 million | 0.660 | % | ||
| Next $200 million | 0.600 | % | ||
| Next $4 billion | 0.500 | % | ||
| Over $5 billion | 0.480 | % | ||
**To the extent Invesco ▇▇▇▇▇▇▇▇▇▇▇ Global Strategic Income Fund invests its assets in Invesco ▇▇▇▇▇▇▇▇▇▇▇ Global Strategic Income Fund (Cayman) Ltd., a direct wholly-owned subsidiary of Invesco ▇▇▇▇▇▇▇▇▇▇▇ Global Strategic Income Fund, the Adviser shall not collect the portion of the advisory fee that the Adviser would otherwise be entitled to collect from Invesco ▇▇▇▇▇▇▇▇▇▇▇ Global Strategic Income Fund, in an amount equal to 100% of the advisory fee that the Adviser receives from Invesco ▇▇▇▇▇▇▇▇▇▇▇ Global Strategic Income Fund (Cayman) Ltd.
Invesco V.I. Government Money Market Fund
| Net Assets | Annual Rate | |||
| All Assets | 0.15 | % | ||
Invesco V.I. Government Securities Fund
| Net Assets | Annual Rate | |||
| First $250 million | 0.50 | % | ||
| Over $250 million | 0.45 | % | ||
Invesco V.I. Health Care Fund
Invesco V.I. Global Real Estate Fund
Invesco V.I. Technology Fund
| Net Assets | Annual Rate | |||
| First $250 million | 0.75 | % | ||
| Next $250 million | 0.74 | % | ||
| Next $500 million | 0.73 | % | ||
| Next $1.5 billion | 0.72 | % | ||
| Next $2.5 billion | 0.71 | % | ||
| Next $2.5 billion | 0.70 | % | ||
| Next $2.5 billion | 0.69 | % | ||
| Over $10 billion | 0.68 | % | ||
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Invesco V.I. High Yield Fund
| Net Assets | Annual Rate | |||
| First $200 million | 0.625 | % | ||
| Next $300 million | 0.55 | % | ||
| Next $500 million | 0.50 | % | ||
| Over $1 billion | 0.45 | % | ||
Invesco V.I. EQV International Equity Fund
| Net Assets | Annual Rate | |||
| First $250 million | 0.75 | % | ||
| Over $250 million | 0.70 | % | ||
Invesco V.I. Main Street Fund®*
Invesco V.I. Main Street Small Cap Fund®*
| First $200 million | 0.750 | % | ||
| Next $200 million | 0.720 | % | ||
| Next $200 million | 0.690 | % | ||
| Next $200 million | 0.660 | % | ||
| Next $200 million | 0.600 | % | ||
| Next $4 billion | 0.580 | % | ||
| Over $5 billion | 0.560 | % |
Invesco V.I. Main Street Mid Cap Fund
| Net Assets | Annual Rate | |||
| First $500 million | 0.725 | % | ||
| Next $500 million | 0.700 | % | ||
| Next $500 million | 0.675 | % | ||
| Over $1.5 billion | 0.65 | % | ||
Invesco V.I. Equally-Weighted S&P 500 Fund
| Net Assets | Annual Rate | |||
| First $2 billion | 0.12 | % | ||
| Over $2 billion | 0.10 | % | ||
Invesco V.I. S&P 500 Buffer Fund – March
Invesco V.I. S&P 500 Buffer Fund – June
Invesco V.I. S&P 500 Buffer Fund – September
Invesco V.I. S&P 500 Buffer Fund – December
Invesco V.I. NASDAQ 100 Buffer Fund – March
Invesco V.I. NASDAQ 100 Buffer Fund – June
Invesco V.I. NASDAQ 100 Buffer Fund – September
Invesco V.I. NASDAQ 100 Buffer Fund – December
| Net Assets | Annual Rate | |||
| First $2B | 0.42 | % | ||
| Over $2B | 0.40 | % | ||
Invesco V.I. Small Cap Equity Fund
| Net Assets | Annual Rate | |||
| First $250 million | 0.745 | % | ||
| Next $250 million | 0.73 | % | ||
| Next $500 million | 0.715 | % | ||
| Next $1.5 billion | 0.70 | % | ||
| Next $2.5 billion | 0.685 | % | ||
| Next $2.5 billion | 0.67 | % | ||
| Next $2.5 billion | 0.655 | % | ||
| Over $10 billion | 0.64 | % | ||
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Invesco V.I. U.S. Government Money Portfolio*
| Net Assets | Annual Rate | |||
| First $500 million | 0.450 | % | ||
| Next $500 million | 0.425 | % | ||
| Next $500 million | 0.400 | % | ||
| Over $1.5 billion | 0.375 | % | ||
| 2. | In all other respects, the Agreement is hereby confirmed and remains in full force and effect. |
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in duplicate by their respective officers on the day and year first written above.
| AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS) | ||
| By: | /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
| ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | ||
| Chief Legal Officer, Senior Vice President & Secretary | ||
| INVESCO ADVISERS, INC. | ||
| By: | /s/ ▇▇▇▇ ▇. ▇▇▇▇ | |
| ▇▇▇▇ ▇. ▇▇▇▇ | ||
| Senior Vice President | ||
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