Firm Description
Foundations Investment Advisors, LLC, (“FOUNDATIONS” or “Advisor”) is a registered
investment adviser based in Phoenix, Arizona. The firm was formed as a limited
liability company under the laws of the State of Arizona. Founded in 2015,
FOUNDATIONS provides investment advisory services through a network of affiliated
offices that provide advisory services under local “doing business as” or “dba” names. A
complete list of approved affiliated dba names can be requested by contacting the firm.
A list of the 25 largest affiliate offices, as required by Form ADV, can be found in the
information filed by FOUNDATIONS, IARD# 175083, on its Form ADV, Item 1B on the
SEC’s website at
www.adviserinfo.sec.gov.
Investment advisory services may include, but are not limited to, determination of
financial objectives, identification of financial problems, cash flow management, tax
planning, insurance review, investment management, education funding, retirement
planning, and estate planning. Our investment advice is tailored to work with our clients’
financial goals, investment objectives and risk tolerances.
The investment advisory services of FOUNDATIONS are provided to you through an
appropriately licensed and qualified individual who is an investment adviser
representative of FOUNDATIONS (referred to as your “Investment Adviser
Representative” or “IAR” throughout this brochure). Your IAR may either be an employee
of FOUNDATIONS or an independent contractor.
IARs are free to negotiate the fees to be charged for the services provided within the
parameters set by FOUNDATIONS, as disclosed in
Item 5 – Fees and Compensation of
this brochure. It is possible that different IARs may charge different fees for providing the
same service to clients. The specific level of services you will receive and the fees you will
be charged will be specified in your investment advisory agreement.
As used in this brochure, the words, “we,” “our,” and “us” refer to FOUNDATIONS and the
words “you,” “your,” and “client” refer to you as either a client or prospective client of our
firm. In addition, you may see the term “Associated Person” throughout this brochure. As
used in this brochure, our Associated Persons are our firm’s officers, employees and all
individuals providing investment advice on behalf of our firm.
Foundations Investment Advisors, LLC’s principal owner is Bryon Rice. In January 2022,
Jarrod Florence, President of Magellan Financial and Insurance Services, became
President of FOUNDATIONS. Magellan Financial and Insurance Services and
FOUNDATIONS are under common ownership and control by Bryon Rice.
Please refer to
Item 10 – Other Financial Industry Activities and Affiliations of this
brochure for additional information.
Types of Advisory Services
Asset Management Services
FOUNDATIONS provides investment advisory and portfolio management services on a
continuing basis, which may include the review of client investment objectives and goals,
recommending asset allocation strategies of managed assets among investment products
such as cash, stocks, ETF’s, mutual funds, bonds, and annuities. Although we generally
provide advice only on the products previously listed, we reserve the right to offer advice
on any investment product that may be suitable for each client’s specific circumstances,
needs, goals, objectives and risk tolerance. It is not our typical investment strategy to
attempt to time the market, but we may increase cash holdings as deemed appropriate
based on your risk tolerance and our expectations of market behavior. We may modify
our investment strategy to accommodate special situations such as low basis stock, stock
options, legacy holdings, inheritances, closely held businesses, collectibles, or special tax
situations. Our investment advice is tailored to meet our clients’ unique needs,
investment objectives and risk tolerance.
During your initial meeting with your advisor, you’re asked to complete a confidential
client profile to help us understand your risk tolerance and long-term financial goals. A
specific asset allocation strategy and suitability profile is crafted to focus on your specific
goals and objectives. The confidential client profile defines your risk tolerance and
investment objectives. Your information should be updated annually.
You must appoint our firm as your investment advisor of record on specified accounts
(collectively, the “Account”). The Account consists only of separate account(s) held by
qualified custodian(s) under your name. The qualified custodians maintain physical
custody of all funds and securities of the Account, and you retain all rights of ownership
(e.g., right to withdraw securities or cash, exercise or delegate proxy voting and receive
transaction confirmations) of the Account.
FOUNDATIONS provides discretionary and non-discretionary investment advisory
services to its clients through various managed account programs. With discretionary
authority, we make all decisions to buy, sell or hold securities, cash or other investments
in the managed account in our sole discretion without consulting with you before
implementing any transactions. You must provide us with written authorization to
exercise this discretionary authority. Discretionary authority is limited. We do not have
access to your funds and/or securities with the exception of having advisory fees
deducted from your account and paid to us by the account custodian. Any fee deduction
is done pursuant to your prior written authorization provided to the account custodian.
You have the ability to place reasonable restrictions on the types of investments that may
be purchased in an account. You may also place reasonable limitations on the
discretionary power granted to us so long as the limitations are specifically set forth or
included as an attachment to the client agreement. However, FOUNDATIONS retains the
right to decline to enter into a management agreement with any client whose investment
restrictions are contrary to the firm’s investment strategies.
(Please see Item 16 -
Investment Discretion for additional information concerning discretionary authority.)
As more fully described in
Item 5 – Fees and Compensation below, the annual fee is
assessed on a monthly or quarterly schedule, in arrears, and calculated based upon the
client's average daily balance calculated by the Custodian for the period, either monthly
or quarterly.
Before we assess any fees or provide formal advice, we will provide you with an
Investment Advisory Agreement (“Agreement”) for your review, understanding and
signature. The Agreement includes the terms and conditions under which your assets will
be managed. Your execution of the Agreement authorizes our firm to determine the
specific securities, and the amount of securities to be purchased or sold for your account
without your approval prior to each transaction. The Agreement will remain in effect
between you and us until terminated by either party in writing according to the terms
contained in the Agreement. In the event a conflict exists between the Agreement and our
Form ADV, the Form ADV shall prevail.
The Agreement will include schedules of the investment accounts you wish us to manage,
the specific fees we propose to charge and how we propose to bill and collect those fees.
Agreements may not be assigned without written client consent.
Advisory accounts will be held primarily by Fidelity Investments, Charles Schwab & Co.,
Inc., BNY Mellon Pershing, or other qualified custodians as approved by FOUNDATIONS
(each individually, a “Custodian”). The client must designate FOUNDATIONS as its
Investment Adviser on their accounts. The client’s qualified Custodian will maintain
actual custody of all client funds and securities.
Custodians are also broker/dealers, and they may have different account fees, execution
charges and capacities. Custodial services are based on several factors, which may
include, but are not limited to: cost, expected level of asset safety, client confidentiality,
communication and reporting requirements.
In certain circumstances the account Custodian can offer the option of charging execution
fees based upon the level of assets maintained in the managed account (asset-based
pricing) versus implementing a fee for each transaction executed (commission-based
pricing). FOUNDATIONS only offers asset-based pricing. You should consider the
cost/benefit analysis to determine if your particular circumstances would be better
served in a commission-based fee account. Whether transaction-based pricing or asset-
based pricing is in the best interest of an individual client may vary over the span of a
client relationship in response to possible service provider contractual changes and/or
overall market condition adjustments to our pricing structure.
Important Disclosure(s) Regarding Fee Based Asset Management Accounts
When making the determination of whether one of the advisory programs available
through FOUNDATIONS is appropriate for your needs, you should bear in mind that fee-
based accounts, when compared with commission-based
accounts, often result in lower
costs during periods when trading activity is heavier, such as the year an account is
established. However, during periods when trading activity is lower, the fee-based
account arrangements may result in a higher annual cost for transactions. Nevertheless,
any trade execution charges, and independent manager fees are absorbed within the
advisory fee that clients pay to FOUNDATIONS. In addition, the independent brokers and
custodians we expect to utilize make a wide variety of investments available that do not
incur any trading costs at all. Thus, depending on a number of factors, the total cost for
transactions under a fee account versus a commission account can vary significantly.
Factors which affect the total cost include account size, amount of turnover, type and
quantities of securities purchased or sold, commission rates and your tax situation. It
should also be noted that lower fees for comparable service may be available from other
sources. You should discuss the advantages and disadvantages of fee-based and
commission-based accounts with your IAR. The differences in the types of accounts
available to clients creates a conflict of interest in that it incentivizes FOUNDATIONS to
trade in the account less frequently and to select securities that are subject to waived or
reduced transaction charges. FOUNDATIONS manages this conflict by strict adherence to
our Code of Ethics and our fiduciary duty to always act in the best interest of our clients.
When we are providing investment advice to accounts that are subject to ERISA
regulations (or corresponding provisions of Internal Revenue Code (IRC) Section 4975),
we are fiduciaries within the meaning of Title I of ERISA and the IRC which govern
retirement accounts. This may create a conflict of interest, so we are subject to a special
rule that requires us to act in your best interests.
Sub-Advisory Investment Management Services for Advisers
FOUNDATIONS offers investment sub-advisory services to unaffiliated registered
investment advisers (“RIAs”). Unaffiliated RIAs may choose to engage FOUNDATIONS for
investment management of some or all of their clients’ assets. FOUNDATIONS shall have
day-to-day responsibility for the active discretionary management of the allocated assets
through a limited power of attorney from the unaffiliated advisor’s client. The unaffiliated
adviser RIA shall continue to render investment advisory services to the client relative to
the ongoing monitoring and review of account performance, asset allocation and client
investment objectives. The unaffiliated RIAs may receive compensation for referring
clients to FOUNDATIONS under a written sub-advisory or solicitation agreement, as
required by applicable regulations.
Use of Other Investment Advisory Firms as Sub-Advisers
At its discretion, FOUNDATIONS may utilize other investment advisory firms as sub-
advisers to assist us with the development and recommendation of appropriate
investment options for your Account. In such cases the Agreement will designate both
FOUNDATIONS and the unaffiliated sub-adviser as managers of the Account and the client
will receive required disclosures about both firms. We review several factors when
determining which sub-advisers and/or model portfolios are most suitable for clients.
Additionally, Investment Adviser Representatives assigned to the account will meet with
clients on a periodic basis to discuss potential changes in their personal or financial
situation, suitability, and any new or revised restrictions to be applied to the account. The
Firm may utilize independent third parties to assist in recommending and monitoring
sub-advisers as necessary.
Please refer to Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss of
this brochure for additional information on how we select a third-party service provider
or sub-adviser.
Educational Seminars/Workshops
FOUNDATIONS occasionally provides seminars/workshops in areas such as financial
planning, retirement planning, estate planning, college planning and charitable planning
or other relevant financial topics. Seminars/workshops are always offered on an
impersonal basis and do not focus on the individual needs of participants. No fees are
charged for seminars.
Please refer to Item 5 – Fees and Compensation and Item 10 – Other Financial Industry
Activities and Affiliations for additional information.
Sub-Adviser to Exchange Traded Funds (”ETFs”)
FOUNDATIONS serves as the sub-adviser to the Foundations Dynamic ETF Series (the
“Funds”), which consist of four ETFs advised by Regents Park Funds, CRD #284684, an
SEC registered investment adviser (“Regents Park”), and that are a series of the Two
Roads Shared Trust. Two Roads Shared Trust is registered under the Investment
Company Act of 1940, as amended. FOUNDATIONS is not affiliated with Two Roads
Shared Trust or Regents Park.
FOUNDATIONS is responsible for trading portfolio securities and other investment
instruments on behalf of the Funds, including selecting broker-dealers to execute
purchase and sale transactions or in connection with any rebalancing or reconstitution
of a Fund’s underlying investment index. Transactions are subject to the supervision of
the Funds’ primary adviser, management company, and/or board of directors (or
trustees), as applicable; however, FOUNDATIONS may recommend or utilize its affiliated
broker-dealer, Dynamic Capital Investments, CRD #290955 (“Dynamic Capital”) for these
activities, which presents a conflict of interest, as such a utilization would create
additional compensation paid to an affiliated firm.
The Funds may trade various combinations of any asset class or investment vehicle,
including global equities, fixed income, other ETFs, mutual funds, money market funds,
private funds, commodities, futures, and liquid alternatives, as permitted by an
underlying benchmark, index, active investment strategy, and the offering document of
the Fund. Each Fund’s offering documents set forth their respective investment
strategies, guidelines, and restrictions. Prospective investors should review these
documents carefully before making any investment in the Funds.
Unless otherwise noted herein, this brochure will focus its discussion on the services
FOUNDATIONS provides to separately managed accounts (“SMAs”).
Conflicts of Interest
Certain affiliations with other service providers, as well as FOUNDATIONS’ sub-
advisory and profit-sharing agreements create material conflicts of interest because
they provide FOUNDATIONS and/or its related persons with incentives to direct client
assets in or with certain sub-advisors, model providers, and/or Funds, where there is
an existing relationship and/or affiliation, or for which FOUNDATIONS or its affiliates
provide advisory or sub-advisory services. Please refer to Item 8 - Methods of
Analysis, Investment Strategies and Risk of Loss and Item 10 – Other Financial
Industry Activities and Affiliations for additional information related to these
conflicts.
Client Tailored Services and Client Imposed Restrictions
The goals, objectives, risk tolerance and client-imposed restrictions for each client are
documented in our client files. Investment strategies are created that seek to reflect the
stated unique needs and investment objectives of the client. Clients may impose
reasonable restrictions on investing in certain securities or types of securities with
written notification. However, FOUNDATIONS retains the right to decline to enter into a
management agreement with any client whose investment restrictions are contrary to
the firm’s investment strategies.
Model portfolios used in connection with client accounts (hereafter “Accounts” or the
“Accounts”), will be used to periodically monitor for drift versus target asset allocations
and portfolio weightings. When market conditions or deposits to and withdrawals from
Accounts cause assets to deviate over time from the model portfolio, and such deviations
become materially significant (as determined by our parameters), then the Accounts will
be rebalanced to align more closely with the model portfolio, provided the Accounts
meets the minimum balance requirement for that particular model or strategy.
FOUNDATIONS’ current approach to rebalancing employs an asymmetric rebalancing
strategy, i.e., applying a percentage threshold for overweight assets, and a dollar
threshold for underweight assets. Rebalancing occurs when assets are deemed
materially overweight or underweight (taking into account allocation parameters and
size of the Account), and when sufficient cash has been accumulated. The intent of this
process is to: participate in the potential momentum for appreciation (avoiding
purchases of declining assets); control trading costs; and, provide for efficient and timely
rebalancing activity. FOUNDATIONS’ parameters and methodology for rebalancing are
determined by, and may be changed at our discretion, and without notice to you.
Client Assets Under Management
As of March 28, 2024, FOUNDATIONS had the following Assets Under Management
(“AUM”):
Discretionary: $5,400,714,739.00
Non-Discretionary: $ 41,430,860.00
Total AUM: $5,442,145,599.00