[Letterhead of T. Rowe Price Group, Inc.] (February 7th, 2017)
I want to thank you for your many years of service and will use this letter as the way to memorialize our discussion regarding your transition. Although you have announced that you will be retiring from T. Rowe Price, we want to retain your services to assist during the transition, while we engage in a search for a new Chief Financial Officer. I greatly appreciate your agreement to support the firm during this transition and am confident that you will remain committed to executing all of your existing responsibilities with the same care and professionalism the firm has received from you over the past several years. This letter reflects the terms of the agreement, effective December 28, 2016, under which you will continue to assist me and serve T. Rowe Price.