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Home My WebLink About5372Contract Number: Vendor: Subject: Department: File Class: Begin Date: End Date: Review Date: Vault Date: 5372 GOVERNMENT PORTFOLIO ADVISORS, LLC Assignment Agreement Finance LEG 12-1 2/10/2014 9/8/2014 8/1/2014 Comments : ASSIGNM�;NT AGRE�;MF;N"1� "l�his ASSIGNMEN"1� .�1GRL;EMI:NT (this "Assi�nment Agreement") made this 10` day of l�ebruary 2014, by and between Davidson Pixed Income Managcment, Inc. hcrcinaftcr "Assignor�', having its principal office at, SSSU SW Macadam A��enue Ste. 11U, Portland, Oregon, Government Porcfolio Advisors. 1_1.,C ((�PA) hereinafter "Assignee", having its principal oflice at ? 188 SW I'ark Place, Portland, Oregon 9720�, and Cit,r� of Firemerton ("City") in consideration of the mutual covenants herein contained and oth�r good and valuahle consideration, the sufficiency of which is hereby acknowlc:dged, witnesseth: WHERLAS, Assignor entered into a Contract with the City of I3remerton ("City") identified a5 Advisory Agreement ("Contract"); WHF,REAS, the Contract has an expiration date of September 8, 2014, and WHERF;AS, the City ha�� requested that Assi�nor assign all ol�its rights and obligations under the Contract to Assignee purs�iant t�� this Assignment Agreemcnt. NOW 'I�I�fERF:I�ORC, Assignor. Assigncc and City agrcc as follows: 1 Assignor and Assignee l��ereby agree that the Assignor shall assign all its right, title, and intcrest, and delegaie all its obligations respor�sibilities and duties, in and to the Contract, to Assignee, efiective as the datc that City approves this Assignment Agreement as indicated below (the "Assignment Date"). 2 Assignee hereby accepts the assignmcnt of� all of Assignor's obligations responsibiliti�s and duties under the Contract and all of Assignor's right, title and interest in and to the Contract, ePfective as ol� the Assignment Date. 3 Notwithstanding thc foregoing, Assignor agrees to de(end and indemnily the City lrom any and all claims, actions, judgments, liabilities, proceedings and costs, including reasonable attorneys' 1'ees and other costs ol�defense and damages, rc;sulting from Assignor's performance prior to the Assignment 1)ate. 4 Assignee agrees to defend and indemnify the City and Assignor irom any and all claims, action�, judgments, liabilities, proceedings and costs, including reasonable attorneys' fees and other costs ol�deiense and damages, resulting from /lssignee's performance attcr the Assi�nmcnt Datc. 5 "I City in executing it� conscnt to this Assignment ngreement, does not release Assignor from any claims or remcdies it may liave •.��zainst Assignor under the C'ontract prior to the nssi�nment Date. 6. Assignor and Assi�;nec agree to cooperatively work with one another to ef�fectuate the transler of�C:itv- related information, records, or ciata from Assignee to Assignor as may be reasonably requested by the C:ity in order to minimi�e any potential disruption in services by Assignor and/or Assignee to the City under the Contract. Any out-of-pocket expenses required to be incurred by Assignor pursuant to this Section 6 shall be reimbursed by Assignee. 7. Lffect of Assignment: 1:11ectivc as of the /1ssi�nment [)atc, Assignee shall be substitutcd for Assi�nor under the Contract. Assignee shall perform all o1�Assignor'S obli�ations under the C�ontract and shall periorm all duties and obligations ol�Assignor as ifit ��cre the ori�inal Contractor. City shall look to nssi�n�c for all such performance. Efiective as ol�the Assignment I)ate, the term '`('ontractor' as us�d in th-r Coniract and any amendment thereto refers to A�signee. 1N WI1'NESS WHEREOF, the parties set their hands as of the date first above written by their duly authorized representatives. Davidson Fixed Income Management, Inc. Government Portfolio Advisors, LLC Assignor — (Please Print) �lssignee — (Ylease Print) u Signature of Assignor Signature of Assignee Approved: � _ � _Date:__? ' 2 � '� � Signature of ' of Liremerton 2 �� C;C7VE.RNl�'tEN'T = PC�KTE'O�[t� �� ` A�DVISOR� Ms. Cathy Johnson February 2014 City of Bremerton - Asst. Director of Financial Services 345 6tn Street Suite 600 Bremerton, WA 98337 Dear Cathy: We are pleased to announce the formation of our new investment firm: Government Portfolio Advisors (GPA), a registered investment adviser dedicated to public funds. Our Portland team has excelled in serving public fund clients for more than 30 years. By starting our own firm, we are confident and inspired in our belief that our customized approach is one that will provide you with the right formula to implement a best practice investment program. We have enjoyed our partnership with the City of Bremerton to date, and we hope to have you continue on with us at GPA as a client. As a public fund entity, we understand the contractual and procurement diligence that is required. We welcome the opportunity to discuss the transition process with you in order to make it as easy as possible. 8e assured, GPA offers improved technology, as well as a continued emphasis on providing outstanding, personal service. GPA is operating from its new o�ces in Portland, Oregon. Our team of five experienced professionals will be here to serve you and this includes three Chartered Financial Analysts as Portfolio Advisors. We will be utilizing the most updated industry reporting software and financial services techno�ogy to improve our service. As a GPA client, we will share linked access into your custodial bank to enhance the reconciliation and timeliness of reporting. Our first priority is focusing on your investment needs during this brief transition. We will help you manage the transition and your portfolio in whatever manner you direct us. In addition, we have all the needed insurance coverage in place to support your specific requirements, and these contracts and certifcates are ready to be issued and presented for your approval. Enclosed you will find a transition checklist and a fact sheet about GPA to review with your contracts department. We welcome the opportuniry to meet with you, discuss our new company and share the reasons for our move. This short notice is a requirement of the industry, as we were not allowed to solicit clients of our former firm while still working as employees of that firm. The benefits to you as a client inctude GPA's ability to access more resources on your behalf, increased cost efficiencies and, most importantly, improve our ability to deliver cutting edge advisory services with a focus on using pubic fund best practices. Thank you so much for your past support and partnership. We look forward to discussing your financiai goals and objectives over the next few days. Best regards, Deanrie Deanne Woodring, CFA President ._,....�.W.�,. 2188 SW Park Place, Portland, OR 97205 - t�ww, - 503-410-7474 �'.�---. CrOV�R1VN[�N'I" u �; ; ��'.. POR"C�"{3�t0 �� x �. �� .�iD�ISC3RS � � WHY GOVERNMEN7 GPA'S SERVICE EMPOWERS CLOENTS IN ALL ASPECTS OF THEIR PORTFOLIO INVESTMENT PROGRAM ADVISORS (GPA)? . Registered lnvestment Advisors • Rec��alated by�zhe SEC • Indeper��ent�Pubiic Fund Specialists • (_xperienced t�am of Portfolio Advisors o ?��bl;c Fund Inv�stn7ent Pr�gr�air� Best ?ractices i . s �mr�loyee o�vntd hy tGVC� CFR �rmapa�s ti�vha hav2 served public �ntit�es as � team si��ce i�;F32 I HOW ARE GPA'S GPA'S SERVItE PROVIDES FOR ARM-LENGTH COUNTERPARTIES IN ALL ASSETS � AREAS OF FINANICAL RISK: FINANCIALLY �. ThErd-Party Custodial Re!ationships: GPA utilizes its clients'custodial PROTECTED? bank re{at�onships • Thfrd-Party 6roker Cealers. GPA provides an approved broker dealer list �roviding �pricing on all transactions + Non-Distretionary Servic.es: RII transactions require prior appraval froin cl�ents � • GPA does not�have control or access to d�rectly move cash in clients' accounts � DOES GPA HAVE YES, GPA UNDERSTAIVDS TME PROCUREMEMT REQUIREMEMTS OF PUBLIC INSURANCE FUNDS AND HOLDS THE FOLLOWING INSURAN�E POLICES: REQUIRED BY MOST . General Li�;bil,ity PUBLIC FUNDS? : a Profess�onal Errors a�7d Acimissior�s 0 4'Vorkers Compensation s Bonded Entity • Fiduaary l.iabil�ty WHAT TECHNOLOGY IS A PRIORITY — GPA PROVIDES SECURE, TIMELY AND STATE- TECHNOLOGY OF-THE-ART SYSTEMS TO UPDATE CLIEPITS: • I DOES GPA . Advent APX accounting and j�erformance reuort�ng PROVIDE? . C3irect recor�c_iliat�on v�ith custaciial banks • Clearwater Analytics is available to sub-contract • Tracker Repor�tii�y is ava31<�able to sub-contract • Continqency Back-llp Sites, Narciened Passworrjs and Er�cryption i � GCJV�RNIVI�N'T' I'CaK I��'O�,IC) t�D�ISC)�S DEANNE WOODRING, CFA - President/Portfolio Advisor Experience: 30 years of public fund advice and portfolio management lnvestmenfAdvisory Services: - Consults with management teams and investment staff to develop long and �`�� ; sl�ort- range investmer�t strategies, risk analysis and asset/liability management - Impact to de�eloping a dynamic investmer�t strategy �`� - Works witl� clients to draft best practice procedures in order to provide for accountable and transparent strategies within organizations - Directly manages clients' investment portfolios As President/Portfolio Advisor for Government Portfolio Advisors, LLC, Deanne Woodring is responsible for overseeing the management ofthe company, including the investment management process, client relations and the strategic direction for investment holdings. Ms. Woodring graduated from the University of Oregon with a Bachelor of Arts degree in Finance. She earned a Master's of Business degree from the University of Washington. She holds the designation of Chartered Financial Analyst (CFA-1989) through the CFA Institute, and is a member of the Portland Society of Security Analysts. She also holds Series 7, 63, 24, 65 and 3 licenses from the Financial Industry Regulatory Authority (FINRA). Deanne became a Licensed Investment Advisor with the SEC in 1995. Ms. Woodring also was appointed in 2006 by Oregon's Treasurer to serve as a board member of Oregon Short Term Fund Board and serves as an advisor on the Government Finance Officers Assoaations - Treasury and Management Committee. DAVE WESTCOTT, CFA - Chief Investment Officer and Chief Compliance Officer/Portfolio Advisor �� ,,, � bEr; e �� u � �� Experience: 35 years of public fund advice and portfolio management Investment Advisory Services: - Assist clients with the development of fixed income investment strategies, market timing and duration positioning - Evaluate yield curve changes and asset ctass weightings for relative value and recommendations to portfolios - Responsible for credit analysis for corporate and municipal debt and determine the relative value of credit investments As the Chief Investment O�cer for Government Portfolio Advisors. Dave Westcott is responsible for overseeing the development and implementation of fixed income strategies, along with portfolio risk management and credit analysis. Mr. Westcott received his Bachelor of Arts degree in Business Administration from Lewis and Clark College. He holds the designation of Chartered Financial Analyst (CFA-1989) through the CFA Institute and is a member of the Portland Society of Security Analysts. He also holds Series 7, 8, 3, 63, and 65 licenses from the Financial Industry Regulatory Authority (FINRA). Dave became a Licensed Investment Advisor with the SEC in 1995. CsC3V�RNNi�NT PC�3RTF0�,[O �DVI5C)RS ! Sn��Y WA�TOn► — Managing Director/Portfolio Advisor i �'� ��:< Experience: 30 years'of public fund advice and portfolio management Investment Advisory Services: - VVork with clients in the development of fixed income strategy - Manage electronic price platform and dealer communication - Assist with the development of escrow fund portfolios to defease existing liabilities � Sally Walton received her Bachelor of Arts degr,ee in Political Science and Public Policy from Willamette University. She holds Series 7, 3, 63 and 65 lic'enses from the Financial Industry Regulatory Authority (FINRA). Sally became a Licensed Investment Advisor with the SEC in 1995. LUKE SCHNEIDER, CFA — Managing Director/Portfolio Advisor '�� °� " � � f�r� �`�� ,�" i � :`r� �°.*,� ; ' r �:-,, _� _ � -� _ E a��:� Experience: 4 years of public fund advice and portfolio management InvestmentAdvisoryServices: ; - Assist with the evaluation of fixed income portfolios using scenario analysis - Nlonitor portfolios for upcoming rnaturities, cash flow projections and execution strategies � - Work closely with the broker and dealer community on securities pricing and determining value with yield curve and asset class analysis Luke Schneider completed a Master's degree in Accounting from the University of Southern California. He received a Bachelor of Science degree in Business Finance from the University of Arizona. In 2012, he earned the designation of Chartered Financial Analyst (CFA) through the CFA Institute, and is a member of the Portland Society of Security Analysts. He also holds Series 7 and 66 licenses from the Financial Industry Regulatory Authority (FINRA). Luke b'ecame a Licensed Investment Advisor with the SEC in 2011. WHirNer ZueRCHeR — Client Relationship Manager Experience: 7 years working with public entities InvestmentAdvisoryServices: ' �"` - Responsible for portfolio performance reporting - Work with senior advisors on client presentations and portfolio strategy overview - Assist in the execution of fixed income trades with electronic platforms '� ; , Whitney earned a Bachelor of Arts degree from Portland State University in 2005. She holds Series 7 and 66 licenses from the Financial Industry Regulatory Authority (FINRA). Whitney became a Licensed Investment Advisor with the SEC in 2010. � i , � GO�/�RN1'�i�NT �o��r�=o�,�c� �-'�DVISORS FINANCIALS 2014 Governmenf Portfolio Advisors, LLC., is an SEC-registered investment adviser with irs principa! place of business located in Portland, Oregon. The company was recently founded in February 2014 and the key managers of the firm have been licensed advisors since 1998, providing investment management and consulting services to public funds. STRATEGIC HIGHLIGHTS ti U�Je serve puE�lic fund clients that utilize non-discretionary ar consulting servites. • Our focus is man�3ging operating funcis in high quality fixed incort�e securities. • A custorriized approach is utilEZed on each account that encompasses the specific objectives and constraints of tF�eir org�n�zation. FINANCIAL HIGHLIGHTS Our business requires minimum capital funding due to the nature of our clients and third party relationships. All assets of our clients are held at their designated custodial bank and we facilitate the broker/dealer transactions as agent. Our firm has no debt and is capitalized to meet the expected operating and reserve requirements appropriate for the health of the organization. OPERATING HIGHLIGHTS Experience -- independence - knowledge -- resources - networking--relationships---our clients LOOKING AHEAD � We are dedicated to our clients and to implementing public fund best practices into the investment process. Our belief in providing non-discretionary and consulting services to empower the investment programs of our clients is our future. FINANCIAL SUMMARY Our firm is financially supported through the equity of the founding o�cers. There is no outstanding liabilities and cash flow will be generated from revenues of our service. COMPANY IIVFORMATION Government Portfolio Advisors, LLC 2188 SW Park Place, Suite 100 Portland, Oregon 97205 Tel 503-410-7474 Fax 971-266-8825 infoC��y�afixedincome.com www capafixedincorne.com �ov�R:�v�c��r Po.��r�o�,�o ADVISC�RS TRANSITION PROCE55 STEP # 1: EVALUATION TO TERMINATE OR KEEP CONTRACT WITH DFIM - YOUR CONTRACT IS AN AT WILL CONTRACT WITH A SPECIFIED DAYS OF WRITTEN NOTIFICATION ❑ DFIM contact for discussion and/or termination letter is Scott Prickett - 701 5t'' Avenue Suite 4050 Seattle, WA 98104 (206) 654-0480' ❑ Refer to your contract on the number of days required for written notice ❑ Review the key personnel clause of your contract as it may allow for immediate termination with no notice, but may need your legal review ❑ Request that the contract be assigned, if not satisfied with the alternatives proposed. ❑ Once you have the opportunity to assess the alternatives and if you decide to join us at GPA- go to Step #2 STEP # 2- GPA REQUIRED DOCUMENTS IF ASSIGINED OR NEW CONTRACT ❑ Contract ❑ Insurance Documents ❑ Letter to the Custodial Bank to Authorize GPA to transact on clients behalf ❑ Letter to Custodial Bank to access client information via web portal ❑ Receipt of GPA current approved broker deater list � STEP # 3- GPA ACTION ITEMS � Y ❑ Create and open accounts on behalf of the client with the broker dealers �. ,� :; .�: •.... ._ . - >< . , -;: . g ; �' : � °� Request Investment Policy for file and note approval dates for updates ; ❑ File final contract ' : � . 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' . � . . . • . K . GtJVrERN1�1 �1vT ['OKT'Ft�1:,I0 �.�VISC?RS Government Portfolio Advisors LLC z188 SW Park Place, Suite soo Portland, OR 97zo5 �5 4 vvww.c�pafixedincome.com info gpafixedincome.com Form ADV, Part �A Brochure February 3, zo14 This brochure provides information about the qualifications and busmess practices of Government Portfolio Advisors LLC. If you have any questions about the contents of this brochure, please contact us at (503) 4io or infoQa gpafixedincome.com. The information in this -brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority. Any reference to or use of the terms "registered investment adviser" or "registered" does not imply that Government Portfolio Advisors LLC or any person associated with Government Portfolio Advisors LLC has achieved a certain level of skill or training. Additional information about Government Portfolio Advisors LLC is available on the SEC's website at www adviser�nfo.sec.gov. Government Portfolio Advisors LLC Brochure February 3, zoiq i I C C7V�RN1�I �NT I'OR1~�"C��IC� .�t�ISt�.�S _�.�..�.��_.......� , � ITEiVI a - �fiATERIAL C3�ANG�� i . February 3, Zo14 ; The purpose of this page is to inform you of material changes since the previous annual update to our brochure. If you are receiving this brochure for the first time, this section may not be relevant to you. Government Portfolio Advisors LLC ("GPA") is:a newly registering investment adviser. This brochure is GPA's first brochure and, therefore, we have not made any material changes. We review and update this brochure at least annually to co�firm that it remains current. In the future, this item wil! discuss only specific material changes that we made to the brochure and provide you witli a summary of such changes. Future summaries will also reference the date of the last annual update of this brochure. ; a 0 i 2 Government Portfolio Advisors LLC Brochure , February 3, zoiq �`� ..:a G��ERNtV1�NT �� I oxr�~o�,�c� ��. � �� t��v�so�s . �.. ,� , �� _. ITEM z - MATERIAL CHANGES .........................................................................................................2 ITEM 3- TABLE OF CONTENTS .........................................................................................................3 ITEM4 - ADVISORY BUSINE55 ........................................................................................................6 Description Advisory Firm ................................................................................................................... 6 AdvisoryServices Offered .............:.......................................................................................................... 6 Non-Discretionary Management Services ..........................................................................................6 Discretionary Management Services .................................................................................................. 6 ConsultingServices ............................................................................................................................... 7 Tailored Services and Client Imposed Restrictions .................................................................................7 Wrap Fee Programs ..................................................................................................................................7 Assets Under Management ..................................................................................................................... 7 ITEM 5- FEES AND COMPENSATION ...............................................................................................8 FeeSchedule ............................................................................................................................................8 Investment Management Services ....................................................................................................... S ConsultingServices ...............................................................................................................................8 Billing Method ..........................................................................................................................................8 Investment Management Services .......................................................................................................8 ConsultingServices ............................................................................................................................... 8 Other Fees and Expenses .........................................................................................................................8 Termination .............................................................................................................................................. 8 Other Compensation ............................................................................................................................... 9 ITEM 6- PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT ...................................9 ITEM 7- TYPES OF CLIENTS .............................................................................................................9 ITEM 8- METHODS OF ANALY515, INVESTMENT STRATEGIES AND RISK OF L055 ......................9 Methods of Analysis and Investment Strategies ..................................................................................... 9 Investing Involves Risk .............................................................................................................................9 Government Sponsored Enterprise or Federal Agency Obligations ..................................................10 Corporate ................................................................................................................................10 MunicipalBonds .................................................................................................................................10 Government Portfolio Advisors LLC Brochure February 3, zoi4 ` �--- .` GC7�l� RN�V�,E N'T � � �aP: , ��= I'C?�T�(��,ItJ ! �'`'`� t�DVI50RS i � Mortgage and other Pass-through Securities ................................................................................... ii � Bank Deposits and Certificates of Deposit .:.......................................................................................11 Other Debt Securities (Bonds) ...................;.......................................................................................11 � ITEM g - DISCIPLINARY INFORMATION ........:................................................................................13 ITEM lo - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS ....................................13 ITEM ii - CODE OF ETHICS, PARTICIPATION�OR INTEREST IN CLIENT TRANSACTIONS AND PERSONALTRADING ....................................:................................................................................14 Code Ethics .................................................'.......................................................................................14 , ; Personal Trading Practices ........................:.......................................................................................14 Aggregation Client Orders ................!.......................................................................................15 ITEM sz - BROKERAGE PRACTICES ...............:................................................................................15 � � Factors Considered in Selecting Broker-Dealers for Client Transactions .............................................15 Research and Other Soft Dollar Benefits .. � .......................................................................................15 i Directed Brokerage Transactions ..............:.......................................................................................16 � Aggregation and Allocation of Transactions .:.......................................................................................16 ITEM 13 - REVIEW OF ACCOUNTS .................:................................................................................16 AccountReporting ....... . ............................ � .....................................................................................16 ITEM i4 - CLIENT REFERRALS AND OTHER COMPENSATION ......................................................16 ITEM�5 - CUSTODY .......................................:................................................................................17 ITEM i6 - INVESTMENT DISCRETION ...........:................................................................................17 � � ITEM i7 - VOTING CLIENT SECURITIES .........:................................................................................17 ProxyVoting . ................................................ : .....................................................................................17 Class Actions � .....................................17 ..................................................................................................... � ITEM i8 - FINANCIAL INFORMATION ............:................................................................................18 i FormADV, Part z6 Brochure Supplement .....:................................................................................19 ITEMi - COVER PAGE ...................................:.......................................................................................19 � DeanneWoodring, CFA .................................�:................................................................................20 ITEM 2- EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE ...........................................20 Professional Designations � ........................ ..................................................................................... 20 � � � ITEM 3 - DISCIPLINARY INFORMATION .......:.......................................................................................20 ITEM 4- OTHER BUSINESS ACTIVITIES .......! ....................................................................................... 20 � � 4 Government Portfolio Advisors LLC Brochure ; February 3, zoiy GO��RN�'V� � NT ��oK r. �o�;�o AD'VI5O RS ITEM 5- ADDITIONAL COMPENSATION ............................................................................................. 20 ITEM6 - SUPERVISION .......................................................................................................................... 21 DaveWestcott, CFA ........................................................................................................................21 ITEM z- EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE ...........................................21 Professional Designations .................................................................................................................21 ITEM 3 - DISCIPLINARY INFORMATION ...............................................................................................21 ITEM 4- OTHER BUSINESS ACTIVITIES ...............................................................................................21 ITEM 5- ADDITIONAL COMPENSATION ....................:........................................................................ 22 ITEM6 - SUPERVISION .......................................................................................................................... 22 Sally Walton ...................................................................................................................................22 ITEM i- EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE' ...........................................22 ITEM 3 - DISCIPLINARY INFORMATION ...............................................................................................22 ITEM 4- OTHER BUSINESS ACTIVITIES ............................................................................................... 22 ITEM 5- ADDITIONAL COMPENSATION ............................................................................................. 22 ITEM6 - SUPERVISION .......................................................................................................................... 23 LukeSchneider, CFA .......................................................................................................................23 ITEM z- EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE ...........................................23 Professional Designations ................................................................................................................. 23 ITEM 3 - DISCIPLINARY INFORMATION ...............................................................................................23 ITEM 4- OTHER BUSINESS ACTIVITIES ...............................................................................................23 ITEM 5- ADDITIONAL COMPENSATION ............................................................................................. 24 ITEM6 - SUPERVISION .......................................................................................................................... 24 5 Government Portfolio Advisors LLC Brochure February 3, zoiy �� ;� �..ta��/�EN I ' �� oKrFO�,�o � R� r�.DVI50R� � ITEM 4 - ,+4DVISORY BUSII�E a5 � Description of Advisory Firm i � Government Portfo�io Advisors LLC ("GPA," "we," "our," or "us") is an SEC-registered investment adviser with its principal place of business located at zi88 SW Park Place, Suite ioo, Portland, Oregon 97zo5. Deanne Woodring and David Westcott have been the principal owners of GPA since January zov i Advisory Services Offered ; GPA offers the following advisory services primarily to institutional clients such as public entities, non- profit organizations, banks, and corporations: � , Non-Discretionarv Manaaement Serv�ces This service provides non-discretionary advice to clients who desire or are statutorily required to maintain full approval of each proposed transaction prior to execution. GPA will offer investment management oversight, investment research, portfolio analysis, portfolio reporting and portfolio recommendations based upon the specific investment policy and investment objectives of each c I ient. Clients must approve any such recommendations before the securities are purchased or sold in their accounts. ' Discretionary Management Services � , This service provides discretionary advice to� clients who have given authority to GPA to make investment selections and executions in client accounts based on their investment poliaes. GPA employs investment management oversight,; investment research, portfolio analysis, and portfolio reporting to select specific securities or other in'vestments that are purchased or sold in client accounts. � GPA will primarily utilize the following investment types when making investment recommendations or selections in client accounts: I s. U.S. government debt i 2. Government agency debt � 3. Corporate bonds ; 4. Municipal bonds � 5. Other fixed income securities, such as bankers acceptances, commercial paper, and certificates of deposit 6. Money market mutual funds and cash � 7. Mortgage-backed and asset-backed securities 8. Fixed income mutual funds, ETFs and closed end funds � � � � I 6 Government Portfolio Advisors LLC Brochure February 3, �ozy � OV� R:�tVi � N'T P{J t�'I'�.' C� C..[(�? �L3VISQRS We discuss our discretionary authority below under Item i6 - Investment Discretion. For more information about the restrictions clients can put on their accounts, see Tailored Services and Client Imposed Restrictions in this item below. We describe the fees charged for investment management services below under Item S- Fees and Compensation. Consultinq Services GPA offers consulting services to clients. These services may include portfolio review, performance analysis, re-balancing, review and updating of investment policies and guidelines, liquidity projections, and/or risk tolerance analysis. We describe the fees charged for consulting services below under Item 5- Fees and Compensation. Tailored Services and Client Imposed Restrictions GPA manages client accounts based on the client's investment policy and guidelines. Within those parameters, GPA develops a guideline portfolio strategy plan, as discussed below under Item 8- Methods of Analysis, Investment Strategies, and Risk of Loss, based on the client's individual circumstances and financial situation. A client's strategic plan is based on information the client supplies about their financial situation, goals, and risk tolerance. Our recommendations and investment selections may not be suitable if the client does not provide us with accurate and complete information. It is the client's responsibility to keep GPA informed of any changes to their investment objectives or restrictions. Clients may request specific restrictions on the account, such as when a client needs to keep a minimum level of cash in the account or does not want GPA to buy or sell certain speafic securities or security types in the account. GPA reserves the right to not accept and�or terminate management of a client's account if we feel that the client-imposed restrictions would limit or prevent us from meeting or maintaining the client's investment strategy. Wrap Fee Programs GPA does not manage accounts as part of a wrap or bundled fee program. Assets Under Management GPA manages client assets in both non-discretionary and discretionary accounts on a continuous and regular basis. As a newly registered adviser, GPA has no assets under management. 7 Government Portfolio Advisors LLC Brochure February 3, �oi4 i ,° £I'.� GOV�RNItrSCNT ; ��"�- e �DVT �RS� ; Iz�� - FEES AND C{��P��lS�1 IO Fee Schedule Investment Manapement Services � GPA typically charges a fixed asset management fee that is determmed by asset size and expected activity. Our fees generally range from o.03% to o.zo% annually, depending on the scope and complexity of the services provided, based on the assets under management at the inception of the contract. Client contracts may provide that, �if assets under management exceed a stated amount durmg the term of the contract, the fees are subject to negotiation for the remainder ofthe term. Consultinp Services GPA's fees for consulting services are generally calculated in one of two ways: (a) on a fixed fee basis, subject to the specific arrangement reached liy each client; or (b) on an hourly basis, ranging from a minimum rate of $30o per hour. An estimate of the total hours will be provided at the start of the relationship, and there may be a stated "not;to exceed" dollar amount. Billing Method InvestmentManapementServices � GPA's advisory fees for investment management services are typically payable either monthly or quarterly, in arrears, based on the fee provided in the investment management agreement. It is up to the client whether they wish to have the advisory fees withdrawn directly from their custodian account or be invoiced by GPA. With client authorization, GPA will automatically withdraw GPA's advisory fee from the client's account held by its custodian.' I Consultinp Services GPA's fees for consulting services are payable monthly, quarterly, or annually, depending on the terms ofthe contract, and may be billed either in advance or in arrears. OtherFeesand Expenses � GPA's fees do not include custodian fees. Clients pay all commissions and other charges incurred in connection with transactions in accounts, from the assets in the account. These charges are in addition to the fees client pays to GPA. See Item zi - Brokerage Practices below for more information on the factors that GPA considers in selecting or recommending broker-dealers for client transactions and determining the reasonableness of their compensation (e.g., commissions). ; Termination Either party may terminate the agreement upon thirty (30) days written notice to the other party. The client may terminate the agreement by writing to GPA at our office. Upon termination of the � 8 Government Portfolio Advisors LLC Brochure February 3, ioir, �� n GCJV�RN�'tnENT ��F - � i'O �t'I'F'ta �,:IQ � �; ,�'`' AD'VISC�RS agreement, any earned, unpaid advisory fees will be due and payable. The client will receive an invoice showing the advisory fees due for services rendered and not yet paid. Other Compensation GPA does not accept compensation for the sale of securities or other investment products, including asset-based sales charges or service fees from the sale of mutual funds. (TI�Ni 6- PERFORM�f��E-BASED �EES AND SIi7E-BY- SIDE ��1N�GE�JIE�lT GPA does not charge performance-based fees or other fees based on a share of capital gains on or capital appreciation of the assets of a client. , {TEii� 7 - TYPES t�� CLI��ITS . GPA provides discretionary and non-discretionary investment advisory services primarily to public entities; however, clients may also include banks, corporations, foundations, non-profit organizations, trusts, and high net worth individuals. IT�M 8-�JIETH(�D5 UF ANALY515, INVEST�ViENT STRATEGIES AND RISK {�F LQ55 � Methods of Analysis and Investment Strategies It is the objective of GPA to develop a guideline portfolio strategy (GPS) for each client. The GPS seeks to meet the client's short-term liquidity, capital preservation, and return objectives, as set forth in the client's investment policy and guidelines, by outlining the specific roles of the client's liquidity portfolio and core investment portfolio. Developing the GPS involves: i) completing an initial assessment in order to allocate funds between the liquidity and core investment portfolios, z) determining an appropriate market benchmark for the investment portfolio, 3) establishing a portfolio duration range based on historical yields and the benchmark, 4) reviewing the current yield curve relative to historical norms, and 5) adopting guideline asset allocation ranges. Investing Involves Risk Investing in securities involves risk of loss, and clients should be prepared to bearthat risk. The prices of securities held in client accounts and the income they generate may decline in response to certain events taking place around the world. These include events directly involving the issuers of the securities held in a client's account, conditions affecting the general economy, and overall market changes. Other contributing factors include local, regional, or global political, social, or economic instability and governmental or governmental agency responses to economic conditions. Finally, interest rate and credit fluctuations may also affect security prices and income. 9 Government Portfolio Advisors LLC Brochure February 3, zoiq GOV�R.Ns'Y�,� NT i'{JR C�C�7I.T.C? �.DV�i 5t�RS Specific Security Risks: ' U.S. Treasurv Securities � U.S. Treasury securities include direct obligations of the U.S. Treasury, such as Treasury bills, notes, and bonds. For these securities, the U.S. government unconditionally guarantees the payment of principal and interest, resulting in the highest possible credit quality. Fluctuations in interest rates subject U.S. Treasury securities to variations in market value. However, they are paid in full when held to maturity. Governmenr Sponsored Enterprise or Federa/ Apencv ObliQations Federal agency securities are neither direct obligations of, nor guaranteed by, the U.S. government. These obligations include securities issued by certain U.S. government agencies and government- sponsored entities. However, they generally involve some form of federal sponsorship: some operate under a government charter; specific types of;collateral back some; the issuer's right to borrow from the Treasury supports some; and only the credit of the issuing government agency or entity supports others. These agencies and entities include, but are not limited to, the Federal Home Loan Bank, Federal Home Loan Mortgage Corporation (Freddie Mac), Federal National Mortgage Association (Fannie Mae), and the Tennessee Valley Authority and Federal Farm Credit Bank System. On September 7, zoo8, Freddie Mac and Fannie Mae were placed into conservatorship by their new regulator, the Federal Housing Finance Agency. Simultaneously, the U.S. Treasury made a commitment of indefinite duration to maintain:the positive net worth of both firms. Corporate Bonds ' Corporate bonds are debt obligations issued by corporations to borrow money. These are bonds that a corporation issues to raise money for a variety�of purposes, including in order to expand business. The term is usually applied to longer-term debt inst'ruments, generally with a maturity date falling at least a year after the issue date. (The term "commercial paper" is sometimes used for instruments with a shorter maturity.) Corporate bonds are typically rated by S&P, Moody's or Fitch, and GPA will recommend bonds for client portfolios based on the specific rating constraints of the client. GPA maintains ongoing credit analysis of all the bonds held in portfolios. Some corporate bonds have embedded call options that allow the issuer to redeem the debt before its maturity date. Other bonds, known as convertible bonds, allow investors to convert the bond into equity. . ; Municipal Bonds Municipal bonds are debt obligations generally issued to obtain funds for various public purposes, including the construction of public facilities. Municipal bonds often pay a lower rate of return than most other types of bonds. However, because of a municipal bond's tax-favored status, investors should compare the relative after-tax return to the after-tax return of other bonds, depending on the ' ; 10 Government Portfolio Adwsors LLC Brochure February 3, �oi4 GOV��RNIVI� i'�1T I'OK"r�C?�,I{� �I?VIStJRS investor's tax bracket. Investing in municipal bonds carries the same general risks as investing in bonds in general. Those risks include interest rate risk, reinvestment risk, inflation risk, market risk, call or redemption risk, credit risk, and liquidity and valuation risk. Investing in municipal bonds carries risk unique to these types of bonds, which may include: Legislative Risk Legislative risk includes the risk that a change in the tax code could affect the value of taxable or tax- exempt interest income. Tax-Bracket Changes Municipal bonds that generate tax-free income often pay lower interest rates than taxable bonds. Investors who anticipate a significant drop in their marginal income-tax rate may benefit from the higher yield available from taxable bonds. Liquidity Risk The risk that investors may have difficulty finding a buyer when they want to sell and may be forced to sell at a significant discount to market value. Liquidity risk is greater for thinly traded securities such as lower-rated bonds, bonds that were part of a small issue, bonds that have recently had their credit rating downgraded or bonds sold by an infrequent issuer. Municipal bonds may be less liquid than other bonds. Credit Risk Credit risk includes the risk that a borrower will be unable to make interest or principal payments when they are due and therefore default. To reduce investor concern, insurance policies that guarantee repayment in the event of default back many municipal bonds. Mort�ge and other Pass-through Securities GPA may invest client's accounts in various debt obligations backed by pools of mortgages or other assets including, but not limited to, loans on single-family residences, home equity loans, mortgages on commercial buildings, credit card receivables and leases on airplanes or other equipment. Principal and interest payments made on the underlying asset pools backing these obligations typically pass through to investors, net of any fees paid to any insurer or any guarantor of the securities. Bank Deposits and Certificates of Deposit Banks will issue term certificates of deposit or bank deposits that may be a short-term investment alternative for GPA clients. GPA will follow the client's investment policy constraints guiding bank deposits and collateral. Other De6t Securities (Bonds) GPA may also provide investing advice on other fixed income products that are allowable under the client's investment policy, such as supranational debt. Issuers use debt securities to borrow money. Generally, issuers pay investors periodic interest and repay the amount borrowed either periodically 11 Government Portfolio Advisors LLC Brochure February 3, zoiy Gt�V�RNIV�EN'I" I'(JR:P�C7t;7C� ��v�saxs during the life of the security and/or at maturity. Alternatively, investors can purchase other debt securities, such as zero coupon bonds, which�do not pay current interest, but rather are priced at a discount from their face values and their values accrete over time to face value at maturity. The market prices of debt securities fluctuate depending on such factors as interest rates; credit quality, and maturity. In general, market prices of debt securities decline when interest rates rise and increase when interest rates fall. The longer the time to a bond's maturity, the greater its interest rate risk. Certain additional risk factors relating to debt securities include: Reinvestment Risk � When interest rates are declining, investors h'ave to reinvest their interest income and any return of principal, whether scheduled or unscheduled, a't lower prevailing rates. Inflation Risk i Inflation causes tomorrow's dollar to be worth less than today's; in other words, it reduces the purchasing power of a bond investor's future, interest payments and principal, collectively known as "cash flows." Inflation also leads to higher interest rates, which in turn leads to lower bond prices. Interest Rate and Market Risk ' Debt securities may be sensitive to economic changes, political and corporate developments, and interest rate changes. Investors can also expect periods of economic change and uncertainty, which can result in increased volatility of market prices and yields of certain debt securities. For example, prices of these securities can be affected by financial contracts held by the issuer or third parties (such as derivatives) relating to the security or other assets or indices. i Call Risk ; Debt securities may contain redemption or call provisions entitling their issuers to redeem them at a specified price on a date prior to maturity. If an issuer exercises these provisions in a lower interest rate market, the account would have to replace the security with a lower yielding security, resulting in decreased income to investors. Mortgage Prepayment Risk Mortgage backed securities, commercial mortgage backed securities, and other types of consumer related debt generally allow the borrower to prepay or pay off their entire principal balance at any time. This means investors may receive less money�than expected to reinvest at a high rate when rates rise and/or more money than expected to reinvest at a low rate when rates fall. Usually, a bond is called at or close to par value. This subjects investors that paid a premium for their bond to a risk of lost principal. In reality, prices of callable bonds are unlikely to move much above the call price if lower mterest rates make the bond likely to be called. 12 Government Portfolio Adwsors LLC Brochure � February 3, zoi4 GCJ�� RN�"��.tF1VT ['t� � I'�'(� I, [t� r�.DVISC.)RS Credit Risk If the issuer of a debt security defaults on its obligations to pay interest or principal or is the subJect of bankruptcy proceedings, the account may incur losses or expenses in seeking recovery of amounts owed to it. Liquidity and Valuation Risk There may be little trading in the secondary market for particular debt securities, which may afFect adversely the account's ability to value accurately or dispose of such debt securities. Adverse publicity and investor perceptions, whether or not based on fundamental analysis, may decrease the value and/or liquidity of debt securities. It may be possib4e to reduce the risks described above through diversification of the client's portfolio and by credit analysis of each issuer, as well as by monitoring broad economic trends and corporate and legislative developments, but there can be no assurance that we will be successful in domg so. Credit ratings for debt securities provided by rating agenaes reflect an evaluation of the safety of principal and interest payments, not market value risk. The rating of an issuer is a rating agency's view of past and future potential developments related to the issuer and may not necessarily reflect actual outcomes. There can be a lag between the time of developments relating to an issuer and the time a rating is assigned and updated. Bond rating agencies may assign modifiers (such as +/-) to ratings categories to signify the relative position of a credit within the rating category. Unless we state otherwise, clients should include any security within that category without considering the modifier when reading their investment policies based on ratings categories. � � �'�' ' ' k �► - �'.`i •',, GPA and our personnel seek to maintain the highest level of business professionalism, integrity, and ethics. GPA does not have any disciplinary information to disclose. . �► • , : � . : s � : . � , Certain employees of GPA are also registered securities representatives of Mutual Securities, Inc. ("M51"), a non-affiliated broker-dealer and a member of the Financial Industry Regulation Authority ("FINRA"). These employees receive compensation, commissions and/or trailing izb-z fees from MSI for services provided to M51's Fixed Income Strategy Groups brokerage clients. They do not sell securities to advisory clients of GPA or receive commissions or other compensation from securities purchased by GPA's advisory clients. 13 Government Portfolio Advisors LLC Brochure February 3, zoiy i GOV�RN�t�N'�� : ['tJ R �"�(J i�.IC� , �DVISOFiS � �� ss� r .s� ., �� . � � r w �., , i . .. � - i . �, � s �:�., �' i ♦� i � Code of Ethics GPA believes that we owe clients the highest level of trust and fair dealing. As part of our fiduciary duty, we place the interests of our clients ahead of the interests of the firm and our personnel. GPA has adopted a Code of Ethics that emphasizes the high standards of conduct that GPA seeks to observe. GPA's personnel are required to conduct themselves with integrity at all times and follow the princi ples and policies detailed in our Code of Ethics. .� GPA's Code of Ethics attempts to address specific conflicts of interest that either we have identified or that could likely arise. GPA's personnel are required to follow clear guidelines from the Code of Ethics in areas such as gifts and entertainment, other; business activities, prohibitions of insider trading, and adherence to applicable federal securities laws. Additionally, individuals who formulate investment advice for clients, or who have access to nonp�ublic information regarding any clients' purchase or sale of securities, are sub�ectto personal trading policies governed bythe Code of Ethics (see below). GPA will provide a complete copy of the Code of Ethics to any client or prospective client upon request. Personal Tradinp Practices � GPA and our personnel may purchase or sell securities for themselves, regardless of whether the transaction would be appropriate for a client's account. GPA and our personnel may purchase or sell securities for themselves that we also recommend for clients. This includes related securities (e.g., warrants, options, or futures). This presents a potential conflict of interest, as we may have an incentive to take investment opportunities from clients for our own benefit, favor our personal trades over client transactions when allocating trades, or use the information about the transactions we intend to make for clients to our personal benefit by trading ahead of clients. Our policies to address these conflicts include the following: i. GPA prohibits trading in a manner that takes personal advantage of price movements caused by client transactions. z. If we wish to purchase or sell the same security that we are considering 'or taking action to purchase or sell for a client, we will not do so until the broker-dealer fills client orders or we have decided not to purchase or sell� the security for clients. As a result of this policy, it is possible that clients may receive a better or worse price than our personnel for the same security on the same day as a client or one or more days before or after the client's transaction. 3. GPA requires our personnel to obt'ain pre-approval for personal trades from the Chief Compliance Officer. : � 14 Government Portfolio Advisors LLC Brochure February 3, zoi4 ��1?�� GO��R1V�'Vt�NT �R��:: ��a��rror;�c� �� p. ��soRs 4. GPA requires our personnel to report personal securities transactions on a quarterly basis. 5. Under certain limited arcumstances, we make exceptions to the policies stated above. GPA will maintain records of these trades, including the reasons for any exceptions. 6. Our policy above to require pre-approval of transactions does not apply to the following: a. Transactions effected pursuant to an automatic investment plan; b. Securities held in accounts over which the GPA's personnel has no direct or indirect influence or control; c. Transactions and holdings in direct obligations of the Government ofthe United States; d. Money market instruments-bankers' acceptances, bank certificates of deposit, commercial paper, repurchase agreements and other high quality short-term debt instruments; e. Transactions and holdings in shares of mutual funds, since GPA has no material relationship with an investment company; and f. Transactions in units of a unit investment trust if the unit. investment trust is invested exclusively in unaffiliated mutual funds. Aqareaation with Client Orders GPA does not typically aggregate orders for clients in the same securities, nor does it aggregate trades in like securities among client accounts together with accounts of GPA and our personnel. ., � . � ..; . Factors Considered in Selecting Broker-Dealers for Client Transactions GPA's clients maintain one or more accounts with a qualified custodian of the client's choice. The client has a separate agreement with the custodian to custody the assets and grants GPA authority to select broker-dealers for client transactions. GPA maintains a list of approved broker-dealers, which list is reviewed and updated annually and presented to clients. GPA considers several factors when selecting broker-dealers for the approved list, including pricing, service execution, reputation, and financial strength. GPA is independently owned and operated and not affiliated with any broker-dealer or custodian. Research and Other Soft Dollar Benefits GPA does not receive any soft dollar benefits. 15 Government Portfolio Advisors LLC Brochure February 3, zoiy �s �;�� ' CxOVERNI'VI�NT �� x�reo�,.�o �r�vrsaRs Directed Brokerage Transactions ; Clients are discouraged from directing GPA to use a particular broker-dealer for all trading. Upon a client's request, GPA may add a broker-dealer to its approved list, but the determination as to which broker-dealer(s) will be used for particulartrades remains in GPA's discretion. Aggregation and Allocation ofTransactions i I � GPA does not typically aggregate transactions, but we may do so if: i) we are recommending the purchase or sale of the same security for multiple clients at the same time, 2) we believe that combining orders in this way will be advantageous to all partiupants, and 3) we believe that aggregation is consistent with the duty to seek best execut�on for our clients and is consistent with the disclosures made to clients and the terms provided in the client investment advisory agreement. When aggregating transactions, no advisory client,will be favored over any other client, and each account that participates in an aggregated order will participate at the average share price for all transactions in that security on a given business day. ; ITE� �.� - REVII�Vif OF ACCOUNTS ; i We manage portfolios on a continuous basis and generally review all positions in client accounts at least monthly. We offer account reviews to clients'on a quarterly basis. The portfolio advisors conduct all reviews based on a variety of factors. These factors may include but are not limited to stated investment objectives, economic environment; outlook for the securities markets, and the merits of the securities in the accounts. A periodic review may occur if there is, significant cash flow in the account, a political event, or a change in the client's finanaal situation. Account Reporting ' i Each client receives a month-end statement from GPA that includes an accounting of all holdings and transactions in the account. In addition, GPA provides a quarterly report that summarizes activity and performance over that period. ' � ITE� �� - C�IENT RE�ERRAL.5 AND �TH�R CC3MPE111SATIt7N GPA does not receive compensation from any non-client for providing investment advice or advisory services to clients. If a solicitor introduces a client to GPA, we may pay that solicitor a referral fee in accordance with the requirements of Rule zo'6(4)-3 of the Investment Advisers Act of i94o, and any corresponding state securities law requirements. � 16 Government Portfolio Advisors LLC Brochure j February 3, zoi4 �O'�TERNM � NT I'(J K"I'�t7 �.I(:� ADVISt��S IT�i1� �5 - �U�TODY GPA has limited custody of some of our clients' funds or securities when the clients authorize us to deduct our management fees directly from the client's account. A qualified custodian (generally a bank, trust company, or other financial institution) holds clients' funds and securities. Clients will receive statements directly from their qualified custodian monthly. The statements will reflect the client's funds and securities held with the qualified custodian as well as any transactions that occurred in the account, including the deduction of our fee. Clients should carefully review the account statements they receive from the qualified custodian. When clients receive statements from GPA as well as from the qualified custodian, they should compare these two reports carefully. Clients with any questions about their statements should contact us at the address or phone number on the cover of this brochure. Clients who do not receive a statement from their qualified custodian at least quarterly should also notify us. . R ' ' ', ! GPA primarily offers services to public funds on a non-discretionary basis due to the nature of our public fund clients. Many public funds have either statutory or oversight constraints that do not allow them to give investment discretion to investment managers. The contract will specify the non-discretionary role and the limited authority to transact securities with approved brokers on their behalf. The custodian banks will request authorization from the client to accept trade information and shared access to view the client's account. Clients may grant GPA full discretion to decide the specific security to trade, the quantity, and the timing of transactions for client accounts. In such cases, GPA will not contact clients before placing trades in their account, but clients will receive confirmations directly from the broker for any trades placed. Clients grant us discretionary authority in the contracts they sign with us. Clients also give us trading authority in the contract and have documents signed with the custodian bank to share information regarding the account. ITEf� �.7 - VC}TIN� �LIEI�IT SEC�lRIT�ES Proxy Voting GPA does not accept or have the authority to vote client securities. Class Actions GPA does not instruct or give advice to clients on whether or not to participate as a member of class action lawsuits and will not automatically file claims on the client's behalf. However, if a client notifies us that they wish to participate in a class action, we will provide the client with any transaction 17 Government Portfolio Adwsors LLC Brochure February 3, ioiy GC3V�F�NNtFNT ��oxr�c��,�o �:r�vl�o�s information pertaining to the client's account;needed for the client to file a proof of claim in a class action. i IT�fVI �.$ - �1��1�IA�L I�VF4R�ATI�N Registered investment advisers are required; in this item to provide clients with certain financial information or disclosures about the firm's financial condition. GPA does not require the prepayment of more than $i,zoo in fees per client, six months or more in advance, and does not have or foresee any financial condition that is reasonably likely to;impair our ability to meet contractual commitments to dients. � ; � I 18 Government Portfolio Advisors LLC Brochure February'3, zoi4 �ov�RN1v��NT PC�K'I'F`C�i,IQ ��DVISORS Form ADV, Part zB Brochure Suppiement Deanne Woodring, CFA Dave Westcott, CFA Sally Walton Luke Schneider, CFA Government Portfolio Advisors LLC z188 SW Park Place Suite 100 Portland, OR 97zo5 (5 4 February 3, zo14 This brochure supplement provides information about Deanne Woodring, Dave Westcott, Sally Walton, and Luke Schneider that supplements the Government Portfolio Advisors LLC brochure. You should have already received a copy of that brochure. Please contact Dave Westcott at (503) 4io-7474 if you did not receive our brochure or if you have any questions about the contents of this supplement. 19 Government Portfolio Advisors LLC Brochure February 3, zoiq GOV�RN��NT P�R"I"F'U �; It� RL?VIS(JRS ; Deanne Woodring, CFA � � 1 F�� - �.�U��`��L. ��:�� 3��€�1�� 3�� Deanne Woodring, President and Portfolio Manager, b. ig6o Education: � • University of Oregon, BS Business Finance, sg8z • University of Washington Foster Business School, MBA Business, zoos Business Background: � • Government Portfolio Advisors LLC, President & Portfolio Manager, zoi4 to present • Davidson Fixed Income Management, Inc., Managing Director & Portfolio Manager, zoo6-zoi4 • D.A. Davidson & Co., Managing Director, zooz-zoi4 • Piper JafFray and Company, Investment Services to Public Entities, ig86-zooz • Boettcher and Company, Special Partner- Investment Sales,1g83-1g86 • Paine Webber, Sales Assistant,1g82-1983 i Professiona( Designations ; Deanne Woodring holds the following professional designations: I Chartered Financia! Analyst � I The Chartered Financial Analyst ("CFA") designation is sponsored by CFA Institute. To earn a CFA charter, candidates must have four years of qualified investment work experience, become a member of CFA Institute, pledge to adhere to the CFA Institute Code of Ethics and Standards of Professional Conduct on an annual basis, apply for membership to a local CFA member society, and complete the CFA Program. The CFA Program is organized into three levels, each culminating in a six-hour eicam. The three proctored course exams correspond to th�ree z50-hour self-study levels. Completing the Program takes most candidates between two and five years. More information regarding the CFA is available at https:(/wwr,v cfainstitute.org. � ��°��tl 3 - ��S�LS��,�� £�� i IC,��! i Deanne Woodring has no disciplinary history to disclose. 1�'��3 r�. - �T�� t��l�� A,C:TI��`�'1�� Deanne Woodring also serves as a Registered Representative for Mutual Securities, Inc. ("MSI"), a non- affiliated broker-dealerfirm. � ��'�� , - ��I � ��L ��F'�.�5��°I�� The only additional compensation that Deanne Woodring may receive is outlined above in Item y— Other Business Activities. , � 20 Government Portfolio Adwsors LLC Brochure � ' February 3, �oi4 GOVERNI'V��:�1T i'C�R'T'�EC�LIC� AL�7VT,�4RS �`�� - �� Deanne Woodring is the President and Dave Westcott is the Chief Investment Officer of Government Portfolio Advisors LLC. They supervise all employees, and either one can be reached at (503) 4 Dave Westcott, CFA ��i�8 � - ��J�':�'�"�C�� §{��f�C3 �s'�� =�� Dave Westcott, Chief Investment Officer, Chief Compliance Officer, Portfolio Manager, b. ig55 Education: • Lewis and Clark College, BS Business Admmistration, i977 Business Background: � Government Portfolio Advisors LLC, COO, CfO, CCO & Portfolio Manager, 2os4 to present • Davidson Fixed Income Management, Inc., Managing Director & Portfolio Manager, zoo6-zoi4 • D.A. Davidson & Co., Managing Director, zooz-ZO14 • Piper Jaffray and Company, Managing Director of Fixed Income,1g86-ZOOz • Boettcher and Company, Managing Partner, i983-ig86 • Paine Webber, Senior Vice President of Sales, i977-ig83 Professional Desi naa tions Dave Westcott holds the following professional designations: Chartered Financial Analyst The Chartered Financial Analyst ("CFA") designation is sponsored by CFA Institute. To earn a CFA charter, candidates must have four years of qualified investment work experience, become a member of CFA Institute, pledge to adhere to the CFA Institute Code of Ethics and Standards of Professional Conduct on an annual basis, apply for membership to a local CFA member society, and complete the CFA Program. The CFA Program is organized into three levels, each culminating in a six-hour exam. The three proctored course exams correspond to three z50-hour self-study levels. Completing the Program takes most candidates between two and five years. More information regarding the CFA is available at https://www.cfainstitute.org. i`��,�i� � - ��r �i�� ,��1`!{J� Dave Westcott has no disciplinary historyto disclose. ��"�� . — �T�� I�� T°��'��'S Dave Westcott also serves as a Registered Representative for Mutual Securities, Inc. ("MSI"), a non- affiliated broker-dealer firm. Mr. Westcott spends approximately 10% of his time in providing services to clients of MSI. 21 Government Portfolio Advisors LLC Brochure February 3, zoiy �.�.�.�. GO��NI�(�N'T � ;� " i Y.: x::�,:.,, ��r�'�"Q�,�� f�.�� J � R� i � I�"�� — ��31�"��t� ��d��"�� The only additional compensation that Dave Westcott may receive is outlined above in Item 4— Other Business Activities. ! � 1 � �� i - �1��/��lt��! ' Deanne Woodring is the President and Dave Westcott is the Chief Investment OfFicer of Government Portfolio Advisors LLC. They supervise all employees, and either one can be reached at (5 4 I Sally Walton ; ��°�� — ��t�� f��;�� C�� C3 �l.�S��,� Z �'��.��a�� Sally Walton, Managing Director, b. i96o , � Education: � • Willamette University, BS Political Science,1g82 Bus►ness Background: � • Government Portfolio Advisors LLC, Managing Director, zo14 to present • Davidson Fixed Income Management, I,nc., Managing Director & Investment Advisor, zoo6- zos4 � • D.A. Davidson & Co., Senior Vice Presiclent, zoo2-zoi4 • Piper Jaffray and Company, Vice President of Sales, ig86-zoo2 • Boettcher and Company, Investment Sales Assistant, ig83-ig86 • Paine Webber, Sales Assistant, ig8z-1g83 � I �� 3 - �.`�€��'�.�i��R�t I��t�6��T��! Sally Walton has no disciplinary historyto disclose. , � l`�°��'� �. - ��'�i'�� 3�� °I��`;'�� Sally Walton also serves as a Registered Representative for Mutual Securities, Inc. ("M51"), a non- affiliated broker-dealerfirm. Ms. Walton spends approximately 90% of her time in providing services to clients of MSI. ' 1�'��1 � - ��`�C?��.. �C�i��°4��! The only additional compensation that Sally Walton may receive is outlined above in Item y— Other Business Activities. ; 22 Government Portfolio Advisors LLC Brochure February 3, zoi4 GO�ERNtVI�NT I'O� C�°fJL .r'�I7ViSORS �°�`�°�� - ��?'�1�1�� Deanne Woodring is the President and Dave Westcott is the Chief Investment Officer of Government Portfolio Advisors LLC. They supervise all employees, and either one can be reached at (5�3) 4 Luke Schneider, CFA I�"�� w ��"��.. ��{�t��t.�t��3 �� 1w1�� '>C��R�� Luke Schneider, Managing Director, b.1g87 Education: • University of Arizona, BS Finance, zoog • University of Southern California, MS Accounting, zoio Business Background: • Government Portfolio Advisors LLC, Managing Director, zoi4 to present • Davidson Fixed Income Management, Inc., Portfolio Analyst, zozo-ZOi4 • D.A. Davidson & Co., Institutional Sales, �oso-zoi4 • Alaska General Seafoods, Commercial Fisherman, Zoio-zoio Professional Desipnations Luke Schneider holds the following professional designations: Chartered Financial Analyst The Chartered Financial Analyst ("CFA") designation is sponsored by CFA Institute. To earn a CFA charter, candidates must have four years of qualified investment work experience, become a member of CFA Institute, pledge to adhere to the CFA Institute Code of Ethics and Standards of Professional Conduct on an annual basis, apply for membership to a local CFA member society, and complete the CFA Program. The CFA Program is organized into three levels, each culminating in a six-hour exam. The three proctored course exams correspond to three z50-hour self-study levels. Completing the Program takes most candidates between two and five years. More information regarding the CFA is available at https //www.cfainstitute org. �°��ri � � ��'�,t�l��° 3�!�f��7`��9 Luke Schneider has no disciplinary history to disclose. ��"�i� � _ �a�'; 4�� 55 �� i ��`�`��5 Luke Schneider also serves as a Registered Representative for Mutual Securities, Inc. ("MSI"), a non- affiliated broker-dealerfirm. Mr. Schneider spends approximately 50% of his time in providing services to clients of MSI. 23 Government Portfolio Advisors LLC Brochure February 3, zoiq �o�r�x��N�r �7ox�r�o�ic� �r�vlsoRs �� - �� sA�� The only additional compensation that Luke Sc may receive is outlined above in Item y— Other Business Activities. ; � � �"��f� � - ��C�� i Deanne Woodring is the President and Dave Westcott is the Chief Investment Officer of Government Portfolio Advisors LLC. They supervise all empli yees, and either one can be reached at (5 4 Government Portfolio Advisors LLC Brochure I 24 February 3, zoi4 Dav�dson e I Fixed Income lVlanagement REGISTERED INVESTMENT ADVISER 24 January 2014 Cathy Johnson City of Bremerton 345 6th St, Suite 600 Bremerton, WA 98337 Re: Annual Form ADV 2A Summary of Material Changes Dear Cathy: In accordance with regulatory requirements, on a yearly basis Davidson Fixed Income Management must provide to its customers a summary of material changes to our Form ADV Part 2A (the "Brochure"). There have been no material changes since December l5, 2012, the date of our last annual update to the Brochure. If you would like a copy of the updated brochure you may contact us at 866-999-2374 or adv@dadco.com. In addition, it is available on the internet at www.davidsoncompanies.com under the Legal Information tab. Thank you for your business and trust. If you have questions about this mailing, please contact us. �e�a.vu�,e� Wood,ri,v�, C��1 Managing Director Davidson Fixed Income Management Davidson Fixed Income Management PORTLAND I 5550 S.W. Macadam Ave., Suite 110 •(503) 243-7770 •(866) 999-2374 • FAX (503) 243-7771 www davidsonFlM com