Exhibit (h)(3)

AB ACTIVE ETFs, INC.

1345 Avenue of the Americas

New York, NY 10105

April 25, 2023

STATE STREET BANK AND TRUST COMPANY

2495 Natomas Park Drive, Suite 400

Sacramento, CA 95833

Attention: Andrea Sharp

Telephone: 916-319-6688

with a copy to:

STATE STREET BANK AND TRUST COMPANY

Legal Division - Global Services Americas

One Lincoln Street

Boston, MA 02111

Attention: Senior Vice President and Senior Managing Counsel

Effective May 1, 2023:

State Street Bank and Trust Company

1 Congress Street, Suite 1

Boston, MA 02114-2016

Attention: Senior Vice President and Senior Managing Counsel

Re: AB ACTIVE ETFs, INC. (the “Fund”)

Ladies and Gentlemen:

Please be advised that the undersigned Fund has established a new portfolio series known as AB High Yield ETF (the “Portfolio”).

In accordance with Section 1, the Appointment of Administrator provision, of the Administration Agreement dated as of August 8, 2022, as amended, modified, or supplemented from time to time (the “Agreement”), by and between AB Active ETFs, Inc. and State Street Bank and Trust Company (“State Street”), the undersigned Fund hereby requests that State Street act as Administrator for the new Portfolio under the terms of the Agreement, and that Schedule A to the Agreement be hereby amended and restated as set forth on Exhibit A attached hereto. Further, the undersigned Fund hereby requests that State Street as Administrator render services to the new Portfolio in accordance with Schedule B6 to the Agreement, and that Annex I to Schedule B6 be hereby amended and restated as set forth on Exhibit B attached hereto. In connection with such request, the undersigned Fund hereby confirms, as of the date hereof, its representations and warranties set forth in Section 4 of the Agreement.


Please indicate your acceptance of the foregoing by executing this letter agreement and returning a copy to the Fund.

 

 Sincerely,

 AB ACTIVE ETFs, INC.

By:

 

/s/ Stephen J. Laffey

Name:

 

Stephen J. Laffey

Title:

 

Assistant Secretary, Duly Authorized

 

 Agreed and Accepted:

 STATE STREET BANK AND TRUST COMPANY

 

By:

 

/s/ Andrea E. Sharp

Name:

 

Andrea E. Sharp

Title:

 

Managing Director, Duly Authorized

Effective Date: May 1, 2023


EXHIBIT A

ADMINISTRATION

AGREEMENT

SCHEDULE A

Listing of Portfolios

AB Active ETFs, Inc.

AB Ultra Short Income ETF

AB Tax-Aware Short Duration Municipal ETF AB Disruptors ETF

AB US High Dividend ETF

AB US Low Volatility Equity ETF

AB High Yield ETF


EXHIBIT B

ANNEX I

AB Active ETFs, Inc,

Further to the Amendment to the Administration Agreement dated as of August 8, 2022 between AB Active ETFs, Inc. (the “Company”) and State Street Bank and Trust Company (the “Administrator”), the Company and the Administrator mutually agree to update this Annex I by adding Portfolio as applicable:

 

Form N-PORT Services

and Quarterly Portfolio of Investments

Services

 

     

 

AB Active ETFs, Inc.

 

 

Service Type

 

Standard N-

PORT and N-

CEN Reporting

Solution (Data

and Filing)

 

 
AB Ultra Short Income ETF   Monthly  

AB Tax-Aware Short Duration

Municipal ETF

  Monthly  
AB Disruptors ETF   Monthly  
AB US High Dividend ETF   Monthly  
AB US Low Volatility Equity ETF   Monthly  
AB High Yield ETF   Monthly  

 

 

Form N-CEN Services

 
 
AB Active ETFs, Inc.  


IN WITNESS WHEREOF, the undersigned, by their authorized representatives, have executed this Annex 1 as of the last signature date set forth below.

 

AB ACTIVE ETFs, INC.       STATE STREET BANK AND TRUST COMPANY

By:

 

/s/ Stephen J. Laffey

     

By:

 

/s/ Andrea E. Sharp

 

Name: Stephen J. Laffey

       

Name: Andrea E. Sharp

 

Title: Assistant Secretary

       

Title: Managing Director

 

Address:

       

Address:  2495 Natomas Park Drive, Ste 300 Sacramento, CA 95833

 

 

Date:

       

Date: April 25, 2023