Phase III Advisory Services, Ltd. (hereinafter referred to as "Phase III") is an investment advisory firm offering a variety of advisory services customized to your individual needs. Phase III Advisory Services, Ltd. markets itself under the name Phase 3 Advisory Services.
Phase III was created in June of 1984. John W. Bever is President and the sole owner of Phase III. Additionally, John W. Bever is the Chief Compliance Officer and asset manager under Phase III. Additional business information about John W. Bever is disclosed on the Supplemental Brochure attached to this Brochure.
Phase III offers the following advisory services. Each of the services is more fully described below.

•Asset Management Programs
•Portfolio Monitoring
•Financial Planning and Consultative Services
•Review and Monitoring of Third Party Manager Programs Asset Management Programs Vision2020 Wealth Management Platform – Advisor Managed Portfolios The Wealth Management Platform – Advisor Managed Portfolios Program ("Advisor Managed Portfolios") provides comprehensive investment management of your assets through the application of asset allocation planning software as well as the provision of execution, clearing and custodial services through Pershing, LLC ("Pershing"). Advisor Managed Portfolios provides risk tolerance assessment, efficient frontier plotting, fund profiling and performance data, and portfolio optimization and re-balancing tools. Utilizing these tools and based on your responses to a risk tolerance questionnaire ("Questionnaire") and discussions that we have together regarding, among other things, investment objective, risk tolerance, investment time horizon, account restrictions, and overall financial situation, we construct a portfolio of investments for you. This portfolio consists of mutual funds, exchange traded funds, equities, options, debt securities, variable life, variable annuity sub-accounts (certain restrictions apply) and other investments. Each portfolio is designed to meet your individual needs, stated goals and objectives. Additionally, you have the opportunity to place reasonable restrictions on the types of investments to be held in the portfolio. Phase III has designed three model portfolio or strategies: Private Management - Accounts consist of individual security positions (i.e., stocks and bonds), options, exchange traded funds (ETFs), and mutual funds. Phase III has designed various models: Income, Total Return and Growth.
Tactical Allocation Service - Phase III has designed various models for the program: Focused Fund Allocation, Total Return and Global Defense. The objective of the strategy is to seek opportunities to realize and preserve gains by allocating assets between diverse strategies including:
•Bond funds/subaccounts during period of rising bond prices
•Equity funds/subaccounts during periods of rising equity prices
•Money market funds/subaccounts during periods of falling prices in equity and/or bond funds/subaccounts. 4 Fund Allocation Service - Account holdings will consist primarily of mutual funds (open and closed-end) and exchange traded funds (ETFs). Phase III has designed various models for the program: Income, Income Plus, Balance I, Balanced II, Balanced III, Growth I, Growth II, Growth III, Natural Resource, and Custom. Phase III offers two fee structure options 1) wrap or bundled fee (you pay a single fee for transactions and management) and 2) non-wrap or unbundled (you pay a fee for management and transactional fees). Accounts valued at less than $100,000 will not participate in a wrap program fee. Therefore, you will pay Phase III an advisory fee and pay any transaction charges. For further details on the wrap program, including costs, please refer to the Vision2020 Wealth Management Platform – Advisor Managed Portfolios Program Brochure. Phase III provides continuous and ongoing management of your account. Unless otherwise expressly requested by you, Phase III will manage your accounts on a discretionary basis. Therefore, Phase III will make changes to the allocation as deemed appropriate by Phase III. Phase III will determine the securities to be purchased and sold in the account and will alter the securities holdings from time to time, without prior consultation with you. Phase III actively trades securities and hold such holdings for periods of 30 days or less or maintain positions for longer or shorter term periods. Discretionary authority will be granted by you to Phase III by execution of the Asset Management agreement.
Should you choose to have your accounts managed on a non-discretionary basis you are advised that such accounts are subject to certain risks. Risks include but not be limited to the risk of missing market opportunities or the risk of Phase III not being able to move in and/or out of the market in a timely manner until your prior authorization has been obtained. Phase III will not make a buy, sell or exchange without your expressed authorization. Authorization is either verbally or in writing. Therefore, the performance of non-discretionary accounts fluctuate from those accounts managed on a discretionary basis. However, Phase III will periodically rebalance your account to maintain the initially agreed upon asset allocation. Phase III does not deem rebalancing as a form of discretion.
Transactions in the account, account reallocations and rebalancing trigger a taxable event, with the exception of IRA accounts, 403(b) accounts and other qualified retirement accounts.
Vision2020 Wealth Management Platform – Unified Management Account Program The Wealth Management Platform – Unified Managed Account Program ("UMA") provides you with the opportunity to invest your assets across multiple investment strategies, investment managers, and asset classes by implementing an asset allocation strategy. UMA is a Wrap Account program that offers these advisory services along with brokerage and custodial services for a single, asset-based, advisory fee.
After you discuss your financial goals and objectives with your Advisory Representative, we will recommend an asset allocation model ("UMA Model") to you which will consist of: a) Investment Strategies serviced and created by investment managers or your Advisory Representative that generally consist of a selection of mutual funds, exchange traded products, equities and/or bonds; b) Mutual funds and ETFs ("Funds"); c) or a combination of the preceding bundled together in an investment asset allocation model.
5 We will suggest a UMA Model to you based on your responses to a risk tolerance questionnaire ("Questionnaire") and discussion that we have together regarding among other things, investment objective, risk tolerance, investment time horizon, account restrictions, and overall financial situation. In addition, you have the opportunity to place reasonable restrictions on investments held within your UMA account.
We will suggest a UMA Model to you based on your responses to a risk tolerance questionnaire ("Questionnaire") and discussion that we have together regarding among other things, your personal investment objectives and goals, risk tolerance, investment time horizon, account restrictions, and overall financial situation. In addition, you have the opportunity to place reasonable restrictions on investments held within your UMA account. All recommendations in the UMA are made on a discretionary basis, which means your Advisory Representative can act without your prior approval.
For further UMA details, please see the Wealth Management Platform – Unified Managed Account Wrap Program Form ADV Part 2A Appendix 1. We provide this brochure to you prior to or concurrent with your enrollment in UMA. Please read it thoroughly before investing. Portfolio Monitoring Service This program provides you a portfolio reporting service comprised of a written report providing information on your entire investment portfolio. This will include your bank accounts, annuities, bonds, mutual funds, stocks, options, limited partnerships, investment coins, collectibles, real estate holdings (not including personal residence), and qualified plan assets. The report will provide a comprehensive listing of your investments and provide cost basis, current market value, distributions received, return on investment, internal rate of return, and allocation of portfolio among various categories.
Phase III will provide you with ongoing monitoring of the assets and recommendations for re-allocation of the assets. At least quarterly, Phase III will review your portfolio and provide you with recommendations of any changes. Recommendations will be implemented by Phase III on accounts maintained through Osaic Wealth, Inc. Financial Planning and Consultative Services Phase III offers four levels of planning services: 1. Comprehensive Financial Plan 2. Segment Plan – The plan will cover only those areas you have requested. 3. College Action Plan 4. Portfolio Analysis Plans are based on your financial situation at the time and are based on financial information disclosed by you to Phase III. You are advised that certain assumptions are made with respect to interest and inflation rates and use of past trends and performance of the market and economy. However, past performance is in no way an indication of future performance. Phase III cannot offer any guarantees or promises that your financial goals and objectives will be met. Further, you must continue to review the plan and update the plan based upon changes in your financial situation, goals, or objectives or changes in the economy. Should your financial situation or investment goals or objectives change, you must notify Phase III promptly of the changes. You are advised that the advice offered by Phase III is limited and is not meant to be comprehensive. Therefore, you should consider seeking the services of other professionals such as an insurance adviser, attorney and/or accountant.
6 Outside professionals may be called upon to analyze or evaluate documents or other records relating to your financial affairs. Such documents include, but are not limited to, wills, trusts, insurance policies, corporate pension and profit sharing plans and business affairs. The outside professional used include, but not be limited to, attorneys, accountants, enrolled actuaries, insurance specialists, and trust officers. Unless otherwise disclosed, the fees paid to the outside professionals for evaluation and analysis will be paid by Phase III and will be included in the mutually agreed upon fee quoted to you.
You are not obligated to implement advice through Phase III or Advisory Representatives. Should you implement the plan with Phase III's Advisory Representatives commissions or other compensation is received in addition to the advisory fee paid to Phase III. Comprehensive and Segmented Financial Plan Covers all areas of your financial situation including financial, retirement, education, estate, business planning, long term care, insurance needs, debt counseling, savings, and cash flow analysis.
You will be provided with a written financial plan of action designed

to guide you toward your expressed financial goals. Phase III will coordinate with appropriate outside professionals to assist you with legal, accounting, real estate and insurance matters. Segment Plan Should you have a need for advice and consultation on a limited area or areas of your financial situation, Phase III can provide planning services limited to those areas. Phase III provides planning services on the following areas: - College Education Planning - Tax Planning - Retirement Planning - Survivor Planning - Student Loan Repayment Options Portfolio Analysis Phase III prepares charts and graphs relating but not limited to, price/earnings ratio, dividend and income distribution record, financial strength, and economic trends relating to a security. IRA Rollover Recommendations Effective December 20, 2021 (or such later date as the US Department of Labor ("DOL") Field Assistance Bulletin 2018-02 ceases to be in effect), for purposes of complying with the DOL's Prohibited Transaction Exemption 2020-02 ("PTE 2020-02") where applicable, we are providing the following acknowledgment to you. When we provide investment advice to you regarding your retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with your interests, so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. Under this special rule's provisions, we must:
•Meet a professional standard of care when making investment recommendations (give prudent advice);
•Never put our financial interests ahead of yours when making recommendations (give loyal 7 advice);
•Avoid misleading statements about conflicts of interest, fees, and investments;
•Follow policies and procedures designed to ensure that we give advice that is in your best interest;
•Charge no more than is reasonable for our services; and
•Give you basic information about conflicts of interest. We benefit financially from the rollover of your assets from a retirement account to an account that we manage or provide investment advice, because the assets increase our assets under management and, in turn, our advisory fees. As a fiduciary, we only recommend a rollover when we believe it is in your best interest.
IRA Rollover Considerations As part of our consulting and advisory services, we may provide you recommendations and advice concerning your employer retirement plan or other qualified retirement account. Our recommendations may include you consider withdrawing the assets from your employer's retirement plan or other qualified retirement account and roll the assets over to an individual retirement account ("IRA"). Further, we offer our management services be applied to those funds and securities rolled into an IRA or other account for which we will receive compensation. If you elect to roll the assets to an IRA that is subject to our management, we will charge you an asset based fee as described above under Item 5. This practice presents a conflict of interest because persons providing investment advice on your behalf have an incentive to recommend a rollover to you for the purpose of generating fee based compensation rather than solely based on your needs. You are under no obligation, contractually or otherwise, to complete the rollover. Furthermore, if you do complete the rollover, you are under no obligation to have the assets in an IRA managed by us.
It is important for you to understand many employers permit former employees to keep their retirement assets in their company plan. Also, current employees can sometimes move assets out of their company plan before they retire or change jobs. In determining whether to complete the rollover to an IRA, and to the extent the following options are available, you should consider the costs and benefits of each.
An employee will typically have four options: 1. Leave the funds in your employer's (former employer's) plan.
2. Move the funds to a new employer's retirement plan.
3. Cash out and taking a taxable distribution from the plan.
4. Roll the funds into an IRA rollover account.
Each of these options has advantages and disadvantages and before making a change we encourage you to speak with your CPA and/or tax attorney.
If you are considering rolling over your retirement funds to an IRA for us to manage it is important you understand the following: 1. Determine whether the investment options in your employer's retirement plan address your needs or whether you might want to consider other types of investments.
a. Employer retirement plans generally have a more limited investment menu than IRAs.
b. Employer retirement plans may have unique investment options not available to the public such as employer securities, or previously closed funds.
2. Your current plan may have lower fees than our fees.
8 a. If you are interested in investing only in mutual funds, you should understand the cost structure of the share classes available in your employer's retirement plan and how the costs of those share classes compare with those available in an IRA.
b. You should understand the various products and services you might take advantage of at an IRA provider and the costs of those products and services.
c. It is likely you will not be charged a management fee and will not receive ongoing asset management services unless you elect to have such services. In the event your plan offers asset management or model management, there may be a fee associated with the services that is more or less than our asset management fee.
3. Our strategy may have higher risk than the option(s) provided to you in your plan.
4. Your current plan may offer financial advice, guidance, and/or model management or portfolio options at no additional cost.
5. If you keep your assets titled in a 401k or retirement account, you could delay your required minimum distribution beyond age 73.
6. Your 401k may offer more liability protection than a rollover IRA; each state may vary.
Generally, federal law protects assets in qualified plans from creditors. Since 2005, IRA assets have been generally protected from creditors in bankruptcies. However, there can be some exceptions to the general rules so you should consult an attorney if you are concerned about protecting your retirement plan assets from creditors.
7. You may be able to take out a loan on your 401k, but not from an IRA.
8. IRA assets can be accessed any time; however, distributions are subject to ordinary income tax and may also be subject to a 10% early distribution penalty unless they qualify for an exception such as disability, higher education expenses or the purchase of a home.
9. If you own company stock in your plan, you may be able to liquidate those shares at a lower capital gains tax rate.
10. Your plan may allow you to hire us as the manager and keep the assets titled in the plan name.
It is important that you understand the differences between these types of accounts and to decide whether a rollover is best for you. Prior to proceeding, if you have questions contact your investment adviser representative, or call our main number as listed on the cover page of this brochure. General Information The investment recommendations and advice offered by Phase III are not legal advice or accounting advice. You should coordinate and discuss the impact of financial advice with your attorney and/or accountant. You are advised that it is necessary to inform Phase III promptly with respect to any changes in your financial situation and investment goals and objectives. Failure to notify Phase III of any such changes could result in investment recommendations not meeting your needs.
Phase III tailors its advisory services to your individual needs and circumstances. You may impose restrictions and/or limitations on the investing in certain securities or types of securities. Since our investment strategies and advice are based on each client's specific financial situation, the investment advice we provide to you may be different or conflicting with the advice we give to other clients regarding the same security or investment.
Advisory services are initiated by Phase III meeting with you and conducting an interview of you. You will be asked to provide various information along to your meetings including bank statements, credit card statements, investment statements, tax returns, list of debts, wills and trusts, insurance policies and cash flow information. During the meeting, various questions will be asked to attempt to learn your financial situation and gauge your risk profile, investment time horizon, and determine your investment objectives. Phase III will employ the use of various planning software programs to evaluate your 9 situation including Lumen, Morningstar and Money Guide Pro. You should expect at least one to two meetings before recommendations are provided and you are ready for implementation. However, each client is unique and Phase III will work with you through the data gathering process.
The information gathered by Phase III will assist Phase III to provide you with the requested services and customize the services to your financial situation. Depending on the services you have requested, Phase III will gather various financial information and history from you including, but not limited to:
•Retirement and financial goals
•Investment objectives
•Investment horizon
•Financial needs
•Cash flow analysis
•Cost of living needs
•Education needs
•Savings tendencies Wrap Program Information Phase III participates as an asset manager in a wrap program offered through Osaic Wealth, Inc. referred to as Wealth Management Platform – Advisor Managed Portfolios Program ("Advisor Managed Portfolios"). The Adviser Managed Portfolios program is available as a wrap (bundled) and non-wrap (unbundled) program. There is no significant difference between how Phase III manages wrap fee accounts and non-wrap fee accounts. However, as stated above, if a client determines to engage Phase III on a wrap fee basis the client will pay a single fee for bundled services (i.e., investment advisory, brokerage, custody). The services included in a wrap fee agreement will depend upon each client's particular need. If the client determines to engage Phase III on a non-wrap fee basis the client will select individual services on an unbundled basis, paying for each service separately (i.e., investment advisory, brokerage, custody). Please Note: When managing a client's account on a wrap fee basis, Phase III shall receive as payment for its investment advisory services, the balance of the wrap fee after all other costs incorporated into the wrap fee have been deducted. Assets Under Management Phase III has assets under management as of December 31, 2023: $126,572,152 of discretionary assets and $21,192,267 of non-discretionary assets.