0001193125-14-315332 Sample Contracts

SUBADVISORY AGREEMENT
Subadvisory Agreement • August 20th, 2014 • Columbia Funds Variable Series Trust II • Massachusetts

Agreement made as of the 18th day of June, 2014 by and between Columbia Management Investment Advisers, LLC, a Minnesota limited liability company (“Investment Manager”), and Segall Bryant & Hamill LLC, a Delaware limited liability company (“Subadviser”).

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SUBADVISORY AGREEMENT
Subadvisory Agreement • August 20th, 2014 • Columbia Funds Variable Series Trust II • Minnesota

Agreement made as of the 11th day of April, 2014 by and between Columbia Management Investment Advisers, LLC a Minnesota limited liability company (“Investment Manager”), and River Road Asset Management, LLC, a Delaware limited liability company (“Subadviser”).

AMENDMENT NO. 1 TO THE SUBADVISORY AGREEMENT
The Subadvisory Agreement • August 20th, 2014 • Columbia Funds Variable Series Trust II

This Amendment No. 1 (the “Amendment”), made and entered into as of June 17, 2014, is made a part of the Subadvisory Agreement between Columbia Management Investment Advisers, LLC, a Minnesota limited liability company (“Investment Manager”), and J.P. Morgan Investment Management Inc., a Delaware corporation (“Subadviser”), dated April 8, 2010 (the “Agreement”) with respect to the fund or funds (the “Fund”) identified in the Agreement.

AMENDMENT NO. 2 TO THE SUBADVISORY AGREEMENT
The Subadvisory Agreement • August 20th, 2014 • Columbia Funds Variable Series Trust II

This Amendment No. 2 (the “Amendment”), made and entered into as of June 5, 2014, is made a part of the Subadvisory Agreement between Columbia Management Investment Advisers, LLC, a Minnesota limited liability company (“Investment Manager”), and Dimensional Fund Advisors LP, a Delaware limited partnership (“Subadviser”), dated September 23, 2011 (the “Agreement”).

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