FORM OF AMENDMENT TO THE
ETF CUSTODY AGREEMENT
THIS AMENDMENT (the “Amendment”) is made and entered into as of the last date on the signature page (the “Effective Date”), by and between STERLING CAPITAL FUNDS, a Massachusetts business trust (the “Trust”), on behalf of each series listed on Exhibit A hereto (as amended from time to time) (each a “Fund”, and collectively, the “Funds”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the “Custodian”).
WHEREAS, the parties entered into an ETF Custody Agreement dated as of December 8, 2025 (the “Agreement”);
WHEREAS, the parties desire to amend Exhibit A of the Agreement to add the following Funds;
| ● | Sterling Capital AI Leaders ETF |
| ● | Sterling Capital Hedged BDC Income ETF |
| ● | Sterling Capital Large Cap Value Focused Factor ETF (f/k/a Behavioral Large Cap Value Equity Fund) |
| ● | Sterling Capital Macro-Led International Equity ETF |
| ● | Sterling Capital North Carolina Intermediate Tax-Free ETF (f/k/a North Carolina Intermediate Tax-Free Fund) |
| ● | Sterling Capital Small Cap Value ETF (f/k/a Small Cap Value Fund) |
| ● | Sterling Capital Small Cap Value Focused Factor ETF (f/k/a Behavioral Small Cap Value Equity Fund) |
| ● | Sterling Capital Virginia Intermediate Tax-Free ETF (f/k/a Virginia Intermediate Tax-Free Fund) |
WHEREAS, the parties desire to update the fees listed in Exhibit B of the Agreement;
WHEREAS, Section 15.02 of the Agreement allows for its amendment by a written instrument executed by the parties.
NOW, THEREFORE, in consideration of the promises and mutual covenants herein contained, and other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto, intending to be legally bound, do hereby agree as follows:
| 1. | As of the Effective Date, Exhibit A of the Agreement is hereby superseded and replaced in its entirety with the Exhibit A attached hereto. |
| 2. | As of the Effective Date, Exhibit B of the Agreement is hereby superseded and replaced in its entirety with the Exhibit B attached hereto. |
| 3. | Except to the extent amended hereby, the Agreement remains in full force and effect. |
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by a duly authorized officer on one or more counterparts as of the Effective Date.
| STERLING CAPITAL FUNDS | U.S. BANK NATIONAL ASSOCIATION | ||||
| By: | By: | ||||
| Name: | Todd M. Miller | Name: | Elizabeth Scalf | ||
| Title: | Treasurer & Secretary | Title: | Sr. Vice President | ||
| Date: | [●] | Date: | [●] | ||
EXHIBIT A
Separate Series of Sterling Capital Funds
Name of Series
Sterling Capital National Municipal Bond ETF
Sterling Capital Multi-Strategy Income ETF
Sterling Capital Hedged Equity Premium Income ETF
Sterling Capital Enhanced Core Bond ETF
Sterling Capital Short Duration Bond ETF
Sterling Capital Ultra Short Bond ETF
Sterling Capital AI Leaders ETF
Sterling Capital Hedged BDC Income ETF
Sterling Capital Large Cap Value Focused Factor ETF (f/k/a Behavioral Large Cap Value Equity Fund)
Sterling Capital Macro-Led International Equity ETF
Sterling Capital North Carolina Intermediate Tax-Free ETF (f/k/a North Carolina Intermediate Tax-Free Fund)
Sterling Capital Small Cap Value ETF (f/k/a Small Cap Value Fund)
Sterling Capital Small Cap Value Focused Factor ETF (f/k/a Behavioral Small Cap Value Equity Fund)
Sterling Capital Virginia Intermediate Tax-Free ETF (f/k/a Virginia Intermediate Tax-Free Fund)
EXHIBIT B
Transfer Agent Services Fee Schedule
[REDACTED.]
Plus
Custody Services Fee Schedule
[REDACTED.]
Additional Global Sub-Custodial Services Annual Fee Schedule
[REDACTED.]
Miscellaneous Expenses
[REDACTED.]
Non Eurobonds rate sheet – below rate is applied on ISINs held at Euroclear plus (in addition to standard 1 basis point charge.) Non Eurobond rate is calculated on any ISIN code listed below held at Euroclear at month end.
| Market | Non Eurobond ISIN code | Non Eurobond Rate ISINs held at EOC* |
| ARGENTINA | AR | 15 |
| AUSTRALIA | AU | 2 |
| BELGIUM | BE | 2 |
| CANADA | CA | 2 |
| CHILE | CL | 9 |
| CZECH REPUBLIC | CZ | 10 |
| DENMARK | DK | 3 |
| FINLAND | FI | 3.5 |
| FRANCE | FR | 1.5 |
| GERMANY | DE | 2 |
| GREECE | GG | 35 |
| HOLLAND | NL | 1.5 |
| HONG KONG | HK | 1.5 |
| HUNGARY | HU | 10 |
| ISRAEL | IL | 17 |
| ITALY | IT | 2.5 |
| JAPAN | JP | 3 |
| LUXEMBOURG | LU | 1.5 |
| MEXICO | MX | 6 |
| NEWZEALAND | NZ | 2 |
| NORWAY | NO | 5 |
| PERU | PE | 9 |
| POLAND | PL | 10 |
| PORTUGAL | PT | 5 |
| ROMANIA | RO | 11 |
| RUSSIA | RU | 10 |
| SINGAPORE | SG | 2 |
| SLOVAK REPUBLIC | SK | 10 |
| SLOVENIA | SI | 10 |
| SPAIN | ES | 3 |
| SOUTH-AFRICA | ZA | 2 |
| SWEDEN | SE | 3 |
| SWITZERLAND | CH | 3 |
| THAILAND | TH | 8 |
| UNITED KINGDOM | GB | 2 |
| UNITED STATES | US | 3 |
Certain information has been excluded from this exhibit because (i) it is not material and (ii) it would be competitively harmful if publicly disclosed.