0001683863-20-015003 Sample Contracts

FEE AGREEMENT
Fee Agreement • December 8th, 2020 • PGIM Short Duration High Yield Opportunities Fund • New York

Reference is made to the Underwriting Agreement dated November 24, 2020 (the “Underwriting Agreement”), by and among PGIM Short Duration High Yield Opportunities Fund (the “Fund”), PGIM Investments LLC (the “Adviser”), PGIM, Inc., PGIM Limited and each of the Underwriters named in Schedule I thereto, severally, with respect to the issue and sale of the Fund’s Common Shares (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

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FEE AGREEMENT
Fee Agreement • December 8th, 2020 • PGIM Short Duration High Yield Opportunities Fund • New York

Reference is made to the Underwriting Agreement dated November 24, 2020 (the “Underwriting Agreement”), by and among PGIM Short Duration High Yield Opportunities Fund (the “Fund”), PGIM Investments LLC (the “Adviser”), PGIM Inc., PGIM Limited and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.001 (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

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STRUCTURING AND SYNDICATION FEE AGREEMENT
Structuring and Syndication Fee Agreement • December 8th, 2020 • PGIM Short Duration High Yield Opportunities Fund • New York

This agreement is between PGIM Investments LLC (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to PGIM Short Duration High Yield Opportunities Fund (the “Fund”).

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STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • December 8th, 2020 • PGIM Short Duration High Yield Opportunities Fund • New York

Reference is made to the Underwriting Agreement dated November 24, 2020 (the “Underwriting Agreement”), by and among PGIM Short Duration High Yield Opportunities Fund (the “Fund”), PGIM Investments LLC (the “Investment Manager”), PGIM, Inc., PGIM Limited and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.001 (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

Sample 1
FEE AGREEMENT
Fee Agreement • December 8th, 2020 • PGIM Short Duration High Yield Opportunities Fund • New York

Reference is made to the Underwriting Agreement dated November 24, 2020 (the “Underwriting Agreement”), by and among PGIM Short Duration High Yield Opportunities Fund (the “Fund”), PGIM Investments LLC (the “Adviser”), PGIM, Inc., PGIM Limited and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.001 (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

Sample 1
FEE AGREEMENT
Fee Agreement • December 8th, 2020 • PGIM Short Duration High Yield Opportunities Fund • New York

Reference is made to the Underwriting Agreement dated November 24, 2020 (the “Underwriting Agreement”), by and among PGIM Short Duration High Yield Opportunities Fund (the “Fund”), PGIM Investments LLC (the “Adviser”), PGIM, Inc., PGIM Limited and each of the Underwriters named therein, with respect to the issue and sale of the Fund’s common shares of beneficial interest (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

Sample 1
23,750,000 Shares PGIM SHORT DURATION HIGH YIELD OPPORTUNITIES FUND COMMON SHARES OF BENEFICIAL INTEREST, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT
Transfer Agency Agreement • December 8th, 2020 • PGIM Short Duration High Yield Opportunities Fund • New York

PGIM Short Duration High Yield Opportunities Fund, a statutory trust organized under the laws of the State of Maryland (the “Fund”), is a newly organized, diversified closed‑end management investment company registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The Fund proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) 23,750,000 of its common shares of beneficial interest, par value $0.001 per share (the “Firm Shares”). The Fund also proposes to issue and sell to the several Underwriters not more than an additional 3,379,603 of its common shares of beneficial interest, par value $0.001 per share (the “Additional Shares”) if and to the extent that you, as managers of the offering (the “Representatives”), shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Additional Shares in such amounts as permitted pursuant to Section 4 hereof. The Firm Shares and t

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