Exhibit (m)
CALAMOS ADVISORS TRUST
(the “Trust”)
Distribution Plan
(effective April 8, 2026)
Pursuant to the provisions of Rule 12b-1 under the Investment Company Act of 1940, as amended (the “Act”), this distribution (12b-1) plan (the “Plan”) has been adopted for each of the series of the Trust listed on Schedule A hereto (each a “Fund”), by a majority of the trustees of the Trust, including a majority of the trustees who are not “interested persons” of the Trust (as defined in the Act) and who have no direct or indirect financial interest in the operation of the Plan or in any agreements related to the Plan (the “non-interested trustees”). This Plan shall become effective on the date set forth above.
Section 1. Class II Shares. Each Fund shall pay to Calamos Financial Services LLC (the “Distributor”), at the end of each month, a distribution and/or service fee equal to the average daily net assets of Class II shares multiplied by that portion of 0.25% that the number of days in the month bears to 365. Each such payment represents compensation for (a) expenses incurred by the Distributor for the promotion and distribution of the shares of the Fund making the payment, including, but not limited to the printing of prospectuses and reports used for sales purposes, advertisements, expenses of preparation and printing of sales literature and other distribution-related expenses, including any distribution fees paid to securities dealers and others who have executed selling group agreements with the Distributor, and/or (b) personal services provided by the Distributor to shareholders of the Fund making the payment, including answering inquiries from clients of the Distributor and other shareholders regarding such Fund; assisting clients in changing account designations and addresses; assisting clients in processing purchase and redemption transactions; investing client cash account balances automatically in shares of such Fund; such other services as such Fund may request, to the extent the Distributor is permitted to render such services by applicable statute, rule, or regulation; and payment of service fees to securities dealers and others who provide such services to their clients who are Fund shareholders (“Service Agents”).
Section 3. Other Compensation. No additional payments are to be made by the Trust or the Funds as a result of the Plan other than (a) the compensation the Trust is otherwise obligated to pay to Calamos Advisors LLC (the “Adviser”) pursuant to the Investment Management Agreement as in effect at any time, (b) payments pursuant to Section 1 of this Plan, and (c) payments made by the Trust or the Funds in the ordinary course of their business. To the extent any payments by the Trust or the Funds under subsection (c) above, or to or by the Adviser, the Distributor, or other parties on behalf of the Trust, Adviser or Distributor, are deemed to be payments for the financing of any activity primarily intended to result in the sales of Fund shares issued by the Trust within the context of Rule 12b-1 under the Act, then such payments shall be deemed to have been made pursuant to the Plan. The costs and activities the payment of which are intended to be within the scope of the Plan shall include, but not necessarily be limited to, the:
(i) costs of the preparation, printing, and mailing of all required reports and notices to existing shareholders;
(ii) costs of the preparation, printing, and mailing or other dissemination of all prospectuses (including statements of additional information); and
(iii) costs of the preparation, printing and mailing of any proxy statements and proxies.
Section 4. Information to be Provided by Distributor. The Distributor shall prepare written reports to the Trust’s board of trustees on a quarterly basis showing all amounts paid under this Plan and any distribution or service agreements and the purposes for which such payments were made, plus a summary of the expenses incurred by the Distributor hereunder, together with such other information as from time to time shall be reasonably requested by the board of trustees of the Trust.
Section 5. Non-interested Trustees. So long as the Plan is in effect, nominees for election as non-interested trustees shall be selected by the non-interested trustees as required by Rule 12b-1 under the Act.
Section 6. Term of Plan. The Plan shall remain in effect for one year from the date of its execution, and shall continue in effect from year to year thereafter only so long as such continuance is specifically approved at least annually by the vote of a majority of the trustees of the Trust, including a majority of the non-interested trustees of the Trust who have no direct or indirect financial interest in the Plan or in any agreements related to the Plan, cast in person at a meeting called for such purpose.
Section 7. Termination of Plan. The Plan may be terminated as to a Fund, without penalty, at any time by either a majority of the non-interested trustees of the Trust or by vote of a majority of the outstanding voting securities of that Fund, and shall terminate automatically in the event of any act that terminates the Distribution Agreement with the Distributor.
Notwithstanding the foregoing or Section 12 below, any amendment or termination of this Distribution Plan as to any Fund shall not affect the rights of the Distributor to receive the Distribution Fee relating to the Fund unless the termination constitutes a Complete Termination of this Distribution Plan and the related Distribution Agreement as to the Fund as described in Section 6 above.
Section 8. Related Agreements. Any agreement related to the Plan, including any distribution or service agreement, may be terminated, without penalty, at any time by either a majority of the non-interested trustees of the Trust or by vote of a majority of the outstanding voting securities of the Fund or Funds to which the agreement relates on not more than 60 days’ written notice to any other party to such agreement, and shall terminate automatically in the event of any act that terminates the Plan or the Distribution Agreement with the Distributor. Any such related agreement shall terminate automatically in the event of any act that constitutes its assignment.
Section 9. Amendments. Neither the Plan nor any distribution or service agreement may be amended to increase materially the amount deemed to be spent for distribution or servicing of a Fund’s shares without approval by a majority of that Fund’s outstanding voting securities, and all material amendments to the Plan and any distribution or service agreement shall be approved by a vote of a majority of the trustees of the Trust, including a majority of the non-interested trustees of the Trust who have no direct or indirect financial interest in the Plan or in any agreements related to the Plan, cast in person at a meeting called for such purpose.
Section 10. Limitation of Liability. Any obligation of the Trust hereunder shall be binding only upon the assets of the Trust (or the Fund) and shall not be binding upon any trustee, officer, employee, agent, or shareholder of the Trust. Neither the authorization of any action by the trustees or shareholders of the Trust nor the execution of this Plan on behalf of the Trust shall impose any liability upon any trustee or any shareholder.
This Plan and the terms and provisions thereof are hereby accepted and agreed to by the Trust and the Distributor as evidenced by their execution hereof.
| Dated as of April 8, 2026 | ||||
CALAMOS ADVISORS TRUST
|
CALAMOS FINANCIAL SERVICES LLC | |||
| By: | /s/ Erik D. Ojala |
By: | /s/ Thomas P. Kiley III | |
| Name: | Erik D. Ojala | Name: Thomas P. Kiley III | ||
| Title: | Vice President and Secretary | Title: Principal Executive Officer & Chief Distribution Officer | ||
Schedule A
Fund
Calamos Growth and Income Portfolio
Calamos U.S. Equity Autocallable VIP Fund