UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

 

Investment Company Act file number   811-22655

 

Northern Lights Fund Trust III
(Exact name of registrant as specified in charter)

 

225 Pictoria Drive Cincinnati, OH 45246
(Address of principal executive offices) (Zip code)

 

The Corporation Trust Company
1209 Orange Street Wilmington, DE 19801
(Name and address of agent for service)

 

Registrant’s telephone number, including area code:  631-470-2619

 

Date of fiscal year end:  9/30

 

Date of reporting period:  3/31/25

 

 

Item 1. Reports to Stockholders.

 

(a) Tailored Shareholder Report
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The Covered Bridge Fund - Class A (TCBAX)

Semi-Annual Shareholder Report - March 31, 2025

Image

Fund Overview

This semi-annual shareholder report contains important information about The Covered Bridge Fund for the period of October 1, 2024 to March 31, 2025. You can find additional information about the Fund at thecoveredbridgefund.com/literature/. You can also request this information by contacting us at (855) 525-2151. 

What were the Fund’s costs for the last six months?

(based on a hypothetical $10,000 investment)

Class Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
Class A
$89
1.79%Footnote Reference*

* Annualized

How did the Fund perform during the reporting period? 

The six-month period ended March 31, 2025, marked the beginning of a notable regime shift in market behavior. After reaching a peak on February 19, the S&P 500 corrected sharply amid rising concerns over a potential international trade war and its ripple effects on global economic activity. This environment weighed most heavily on the “Magnificent 7” and other mega-cap growth stocks, which faced headwinds due to their exposure to overseas supply chains and growing dependence on international markets for revenue.

 

During the period, the S&P 500 declined by 1.99%, while the NASDAQ Composite fell 4.55%. In contrast, dividend-paying equities, the Fund's core area of focus, proved more resilient. The Fund posted a comparatively modest decline of 0.61%, demonstrating the relative stability of our investment approach. Additionally, the CBOE S&P 500 Buy/Write Index returned 2.51%, underscoring the benefit of consistent premium income in a volatile market, an approach aligned with the Fund's use of covered calls. Over the past six months, the Fund continued to deliver on its primary objective of income generation and distributed $0.41 per share, consisting of dividend income, call premium and short-term capital gains.

 

Energy and Financials were among the top-performing sectors in both the broader market and the Fund. Stability in oil prices during the period supported strong gains from holdings such as Expand Energy Corporation and Chevron Corporation. Large banks also outperformed, benefiting from a more favorable rate environment compared to recent years. Notably, JPMorgan Chase & Co. and Wells Fargo & Company were key contributors to Fund performance within Financials.

 

Conversely, the Consumer Discretionary sector was a drag on results. Weakening consumer sentiment and compressed margins challenged the group broadly. Within the Fund, holdings such as NIKE, Inc., Target Corporation, and Kohl’s Corporation were among the poorest performers during the period.

 

Derivatives remain a core component of the Fund’s strategy, used primarily to enhance income and manage risk. Covered call writing provided steady income through the period, helping to mitigate downside volatility. At times, we also implemented protective put positions as a tool to reduce exposure during periods of heightened uncertainty.

 

How has the Fund performed over the last ten years? 

Total Return Based on $10,000 Investment

Growth of 10K Chart
The Covered Bridge Fund - with load
CBOE S&P 500® BuyWrite Index
Mar-2015
$9,474
$10,000
Mar-2016
$9,568
$10,272
Mar-2017
$10,748
$11,525
Mar-2018
$11,370
$12,326
Mar-2019
$11,905
$12,731
Mar-2020
$10,394
$10,729
Mar-2021
$14,366
$14,183
Mar-2022
$15,854
$16,294
Mar-2023
$15,375
$15,176
Mar-2024
$16,816
$16,981
Mar-2025
$17,268
$18,646

Average Annual Total Returns 

6 months
1 Year
5 Years
10 Years
The Covered Bridge Fund
Without Load
-0.61%
2.69%
10.69%
6.19%
With Load
-5.83%
-2.67%
9.51%
5.61%
CBOE S&P 500® BuyWrite Index
2.51%
9.80%
11.69%
6.43%

The Fund's past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or redemption of fund shares.

Fund Statistics 

Net Assets
$103,492,996
Number of Portfolio Holdings
85
Advisory Fee (net of waivers)
$499,822
Portfolio Turnover
49%

Asset Weighting (% of total investments)

Group By Asset Type Chart
Value
Value
Common Stocks
91.0%
Money Market Funds
8.7%
Purchased Options
0.3%

What did the Fund invest in? 

Sector Weighting (% of net assets)

Group By Sector Chart
Value
Value
Other Assets in Excess of Liabilities
0.9%
Equity Option
-0.2%
Real Estate
1.3%
Utilities
4.2%
Consumer Discretionary
5.2%
Industrials
5.8%
Materials
6.4%
Financials
6.4%
Communications
6.9%
Money Market Funds
8.7%
Energy
8.9%
Health Care
10.9%
Consumer Staples
15.0%
Technology
19.6%

Top 10 Holdings (% of net assets)

Holding Name
% of Net Assets
JPMorgan US Treasury Plus Money Market Fund, Class L
8.5%
Microsoft Corporation
5.1%
Hershey Company (The)
3.0%
QUALCOMM, Inc.
3.0%
Verizon Communications, Inc.
2.7%
Medtronic PLC
2.6%
Exxon Mobil Corporation
2.5%
Pfizer, Inc.
2.4%
United Parcel Service, Inc., Class B
2.5%
Johnson & Johnson
2.4%

Material Fund Changes

No material changes occurred during the period ended March 31, 2025. 

Image

The Covered Bridge Fund - Class A (TCBAX)

Semi-Annual Shareholder Report - March 31, 2025

Additional information is available on the Fund's website ( thecoveredbridgefund.com/literature/ ), including its:

 

  • Prospectus

  • Financial information

  • Holdings

  • Proxy voting information

TSR-SAR 033125-TCBAX

The Covered Bridge Fund - Class I (TCBIX)

Semi-Annual Shareholder Report - March 31, 2025

Image

Fund Overview

This semi-annual shareholder report contains important information about The Covered Bridge Fund for the period of October 1, 2024 to March 31, 2025. You can find additional information about the Fund at thecoveredbridgefund.com/literature/. You can also request this information by contacting us at (855) 525-2151. 

What were the Fund’s costs for the last six months?

(based on a hypothetical $10,000 investment)

Class Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
Class I
$77
1.54%Footnote Reference*

* Annualized

How did the Fund perform during the reporting period? 

The six-month period ended March 31, 2025, marked the beginning of a notable regime shift in market behavior. After reaching a peak on February 19, the S&P 500 corrected sharply amid rising concerns over a potential international trade war and its ripple effects on global economic activity. This environment weighed most heavily on the “Magnificent 7” and other mega-cap growth stocks, which faced headwinds due to their exposure to overseas supply chains and growing dependence on international markets for revenue.

 

During the period, the S&P 500 declined by 1.99%, while the NASDAQ Composite fell 4.55%. In contrast, dividend-paying equities, the Fund's core area of focus, proved more resilient. The Fund posted a comparatively modest decline of 0.48%, demonstrating the relative stability of our investment approach. Additionally, the CBOE S&P 500 Buy/Write Index returned 2.51%, underscoring the benefit of consistent premium income in a volatile market, an approach aligned with the Fund's use of covered calls. Over the past six months, the Fund continued to deliver on its primary objective of income generation and distributed $0.42 per share, consisting of dividend income, call premium and short-term capital gains.

 

Energy and Financials were among the top-performing sectors in both the broader market and the Fund. Stability in oil prices during the period supported strong gains from holdings such as Expand Energy Corporation and Chevron Corporation. Large banks also outperformed, benefiting from a more favorable rate environment compared to recent years. Notably, JPMorgan Chase & Co. and Wells Fargo & Company were key contributors to Fund performance within Financials.

 

Conversely, the Consumer Discretionary sector was a drag on results. Weakening consumer sentiment and compressed margins challenged the group broadly. Within the Fund, holdings such as NIKE, Inc., Target Corporation, and Kohl’s Corporation were among the poorest performers during the period.

 

Derivatives remain a core component of the Fund’s strategy, used primarily to enhance income and manage risk. Covered call writing provided steady income through the period, helping to mitigate downside volatility. At times, we also implemented protective put positions as a tool to reduce exposure during periods of heightened uncertainty.

 

How has the Fund performed over the last ten years? 

Total Return Based on $10,000 Investment

Growth of 10K Chart
The Covered Bridge Fund
CBOE S&P 500® BuyWrite Index
Mar-2015
$10,000
$10,000
Mar-2016
$10,125
$10,272
Mar-2017
$11,404
$11,525
Mar-2018
$12,090
$12,326
Mar-2019
$12,694
$12,731
Mar-2020
$11,121
$10,729
Mar-2021
$15,402
$14,183
Mar-2022
$17,032
$16,294
Mar-2023
$16,556
$15,176
Mar-2024
$18,169
$16,981
Mar-2025
$18,691
$18,646

Average Annual Total Returns 

6 Months
1 Year
5 Years
10 Years
The Covered Bridge Fund
-0.48%
2.87%
10.94%
6.45%
CBOE S&P 500® BuyWrite Index
2.51%
9.80%
11.69%
6.43%

The Fund's past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or redemption of fund shares.

Fund Statistics 

Net Assets
$103,492,996
Number of Portfolio Holdings
85
Advisory Fee (net of waivers)
$499,822
Portfolio Turnover
49%

Asset Weighting (% of total investments)

Group By Asset Type Chart
Value
Value
Common Stocks
91.0%
Money Market Funds
8.7%
Purchased Options
0.3%

What did the Fund invest in? 

Sector Weighting (% of net assets)

Group By Sector Chart
Value
Value
Other Assets in Excess of Liabilities
0.9%
Equity Option
-0.2%
Real Estate
1.3%
Utilities
4.2%
Consumer Discretionary
5.2%
Industrials
5.8%
Materials
6.4%
Financials
6.4%
Communications
6.9%
Money Market Funds
8.7%
Energy
8.9%
Health Care
10.9%
Consumer Staples
15.0%
Technology
19.6%

Top 10 Holdings (% of net assets)

Holding Name
% of Net Assets
JPMorgan US Treasury Plus Money Market Fund, Class L
8.5%
Microsoft Corporation
5.1%
Hershey Company (The)
3.0%
QUALCOMM, Inc.
3.0%
Verizon Communications, Inc.
2.7%
Medtronic PLC
2.6%
Exxon Mobil Corporation
2.5%
Pfizer, Inc.
2.4%
United Parcel Service, Inc., Class B
2.5%
Johnson & Johnson
2.4%

Material Fund Changes

No material changes occurred during the period ended March 31, 2025. 

Image

The Covered Bridge Fund - Class I (TCBIX)

Semi-Annual Shareholder Report - March 31, 2025

Additional information is available on the Fund's website ( thecoveredbridgefund.com/literature/ ), including its:

 

  • Prospectus

  • Financial information

  • Holdings

  • Proxy voting information

TSR-SAR 033125-TCBIX

 

(b) Not applicable

 

 

Item 2. Code of Ethics. Not applicable.

 

Item 3. Audit Committee Financial Expert. Not applicable.

 

Item 4. Principal Accountant Fees and Services. Not applicable.

 

Item 5. Audit Committee of Listed Registrants. Not applicable.

 

Item 6. Investments. The Registrant’s schedule of investments in unaffiliated issuers is included in the Financial Statements under Item 7 of this form.

 

 

Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.

 

(a)   

 

     
     
     
     
     
     
     
     
     
     
  (COVERED BRIDGE LOGO)  
     
     
     
     
     
     
     
     
     
     
     
  Semi-Annual Financial Statements  
  and Additional Information  
     
  March 31, 2025  
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     

 

 

THE COVERED BRIDGE FUND
SCHEDULE OF INVESTMENTS (Unaudited)
March 31, 2025

 

Shares         Fair Value  
        COMMON STOCKS — 90.7%        
        AEROSPACE & DEFENSE - 0.6%        
  5,000     RTX Corporation^   $ 662,300  
                 
        APPAREL & TEXTILE PRODUCTS - 1.4%        
  22,000     NIKE, Inc., Class B     1,396,560  
                 
        BANKING - 5.4%        
  6,000     JPMorgan Chase & Company ^     1,471,800  
  40,500     Truist Financial Corporation(c)     1,666,575  
  42,000     US Bancorp     1,773,240  
  10,000     Wells Fargo & Company ^(c)     717,900  
              5,629,515  
        BANKS - 1.0%        
  25,000     Bank of America Corporation^     1,043,250  
                 
        BIOTECH & PHARMA - 8.0%        
  40,000     Bristol-Myers Squibb Company(c)     2,439,600  
  7,000     Gilead Sciences, Inc. ^     784,350  
  15,000     Johnson & Johnson(c)     2,487,600  
  100,000     Pfizer, Inc. (c)     2,534,000  
              8,245,550  
        CABLE & SATELLITE - 0.9%        
  26,000     Comcast Corporation, Class A     959,400  
                 
        CHEMICALS - 5.7%        
  13,000     Avery Dennison Corporation(c)     2,313,610  
  7,500     CF Industries Holdings, Inc.     586,125  
  75,000     Chemours Company(c)     1,014,750  
  40,000     Nutrien Ltd. (c)     1,986,800  
              5,901,285  
        DIVERSIFIED INDUSTRIALS - 2.7%        
  4,000     Eaton Corp plc     1,087,320  
  8,000     Honeywell International, Inc. ^     1,694,000  
              2,781,320  

 

See accompanying notes to financial statements.

1

 

THE COVERED BRIDGE FUND
SCHEDULE OF INVESTMENTS (Unaudited) (Continued)
March 31, 2025

 

Shares         Fair Value  
        COMMON STOCKS — 90.7% (Continued)        
        ELECTRIC UTILITIES - 4.2%        
  31,100     Dominion Energy, Inc. ^   $ 1,743,777  
  6,500     Duke Energy Corporation^     792,805  
  26,000     SEMPRA     1,855,360  
              4,391,942  
        ENTERTAINMENT CONTENT - 1.9%        
  20,000     Walt Disney Company ^     1,974,000  
                 
        FOOD - 7.1%        
  28,000     General Mills, Inc.     1,674,120  
  18,000     Hershey Company ^(c)     3,078,540  
  37,500     Hormel Foods Corporation(c)     1,160,250  
  47,000     Kraft Heinz Company     1,430,210  
              7,343,120  
        HEALTH CARE FACILITIES & SERVICES - 0.4%        
  700     UnitedHealth Group, Inc.     366,625  
                 
        HOUSEHOLD PRODUCTS - 1.0%        
  6,000     Procter & Gamble Company ^     1,022,520  
                 
        LEISURE FACILITIES & SERVICES - 0.7%        
  7,500     Starbucks Corporation^     735,675  
                 
        LEISURE PRODUCTS - 0.6%        
  10,000     Hasbro, Inc.     614,900  
                 
        MEDICAL EQUIPMENT & DEVICES - 2.6%        
  30,000     Medtronic PLC ^(c)     2,695,800  
                 
        METALS & MINING - 0.8%        
  40,000     Barrick Gold Corporation^     777,600  
                 
        OIL & GAS PRODUCERS - 7.1%        
  14,000     Chevron Corporation^     2,342,060  
  10,000     EOG Resources, Inc. ^     1,282,400  

 

See accompanying notes to financial statements.

2

 

THE COVERED BRIDGE FUND
SCHEDULE OF INVESTMENTS (Unaudited) (Continued)
March 31, 2025

 

Shares         Fair Value  
        COMMON STOCKS — 90.7% (Continued)        
        OIL & GAS PRODUCERS - 7.1% (Continued)        
  10,000     Expand Energy Corporation^   $ 1,113,200  
  22,000     Exxon Mobil Corporation^(c)     2,616,460  
              7,354,120  
        OIL & GAS SERVICES & EQUIPMENT - 1.8%        
  45,000     Schlumberger N.V.     1,881,000  
                 
        REAL ESTATE INVESTMENT TRUSTS - 1.3%        
  45,000     Weyerhaeuser Company     1,317,600  
                 
        RETAIL - CONSUMER STAPLES - 3.8%        
  12,000     Dollar General Corporation^     1,055,160  
  15,000     Target Corporation     1,565,400  
  120,000     Walgreens Boots Alliance, Inc. (c)     1,340,400  
              3,960,960  
        RETAIL - DISCRETIONARY - 2.6%        
  6,000     Home Depot, Inc.     2,198,940  
  56,000     Kohl’s Corporation     458,080  
              2,657,020  
        SEMICONDUCTORS - 6.0%        
  70,000     Intel Corporation(c)     1,589,700  
  31,000     Microchip Technology, Inc.     1,500,710  
  20,000     QUALCOMM, Inc. (c)     3,072,200  
              6,162,610  
        SOFTWARE - 6.8%        
  14,000     Microsoft Corporation(c)     5,255,460  
  13,000     Oracle Corporation(c)     1,817,530  
              7,072,990  
        TECHNOLOGY HARDWARE - 3.1%        
  12,500     Cisco Systems, Inc. ^     771,375  
  20,000     Corning, Inc.     915,600  
  100,000     Hewlett Packard Enterprise Company^     1,543,000  
              3,229,975  
        TECHNOLOGY SERVICES - 3.7%        
  7,500     Accenture plc, Class A^     2,340,300  

 

See accompanying notes to financial statements.

3

 

THE COVERED BRIDGE FUND
SCHEDULE OF INVESTMENTS (Unaudited) (Continued)
March 31, 2025

 

Shares                         Fair Value  
        COMMON STOCKS — 90.7% (Continued)            
        TECHNOLOGY SERVICES - 3.7% (Continued)            
  6,000     International Business Machines Corporation^       $ 1,491,960  
                                  3,832,260  
        TELECOMMUNICATIONS - 4.0%                            
  50,000     AT&T, Inc. (c)                         1,414,000  
  61,000     Verizon Communications, Inc. (c)                         2,766,960  
                                  4,180,960  
        TOBACCO & CANNABIS - 0.9%                            
  15,000     Altria Group, Inc.                         900,300  
                                     
        TRANSPORTATION & LOGISTICS - 2.4%            
  23,000     United Parcel Service, Inc., Class B^(c)         2,529,770  
                                     
        WHOLESALE - CONSUMER STAPLES - 2.2%            
  30,000     Sysco Corporation(c)                         2,251,200  
                                     
        TOTAL COMMON STOCKS (Cost $115,559,294)         93,872,127  
                                     
        SHORT-TERM INVESTMENTS — 8.6%            
        MONEY MARKET FUNDS - 8.6%                            
  135,130     First American Treasury Obligations Fund, Class X, 4.25%(a)         135,130  
  8,827,096     JPMorgan US Treasury Plus Money Market Fund, Class L, 4.17%(a)         8,827,096  
        TOTAL MONEY MARKET FUNDS (Cost $8,962,226)         8,962,226  
                                     
        TOTAL SHORT-TERM INVESTMENTS (Cost $8,962,226)         8,962,226  
                                     
  Contracts(b)         Expiration
Date
  Exercise
Price
    Notional
Value
         
        EQUITY OPTIONS PURCHASED* - 0.3%                            
        PUT OPTIONS PURCHASED - 0.3%                            
  100     SPDR S&P 500 ETF Trust   07/18/2025   $ 580     $ 5,593,900     $ 294,800  
        TOTAL PUT OPTIONS PURCHASED (Cost - $112,571)            
                                     
        TOTAL EQUITY OPTIONS PURCHASED (Cost - $112,571)         294,800  

 

See accompanying notes to financial statements.

4

 

THE COVERED BRIDGE FUND
SCHEDULE OF INVESTMENTS (Unaudited) (Continued)
March 31, 2025

 

        TOTAL INVESTMENTS - 99.6% (Cost $124,634,091)     $ 103,129,153  
        CALL OPTIONS WRITTEN - (0.5)% (Premiums received - $426,360)       (526,270 )
        OTHER ASSETS IN EXCESS OF LIABILITIES- 0.9%       890,113  
        NET ASSETS - 100.0%     $ 103,492,996  
                                     
  Contracts(b)         Expiration
Date
  Exercise
Price
    Notional
Value
    Fair Value  
        WRITTEN EQUITY OPTIONS* - (0.5)%                            
        CALL OPTIONS WRITTEN- (0.5)%                            
  25     Accenture plc   04/17/2025   $ 300     $ 780,100     $ 36,500  
  100     Bank of America Corporation   04/17/2025     42       417,300       12,700  
  200     Barrick Gold Corporation   04/17/2025     19       388,800       16,800  
  70     Chevron Corporation   04/17/2025     165       1,171,030       32,690  
  65     Cisco Systems, Inc.   04/17/2025     60       401,115       13,650  
  60     Dollar General Corporation   04/17/2025     85       527,580       25,740  
  100     Dominion Energy, Inc.   04/17/2025     55       560,700       18,500  
  35     Duke Energy Corporation   04/17/2025     120       426,895       11,375  
  50     EOG Resources, Inc.   04/17/2025     129       641,200       15,300  
  50     Expand Energy Corporation   04/17/2025     110       556,600       18,000  
  40     Exxon Mobil Corporation   04/17/2025     115       475,720       20,440  
  70     Gilead Sciences, Inc.   04/17/2025     106       784,350       48,825  
  30     Hershey Company   04/17/2025     170       513,090       14,670  
  250     Hewlett Packard Enterprise Company   04/17/2025     15       385,750       19,000  
  40     Honeywell International, Inc.   04/17/2025     210       847,000       20,000  
  30     International Business Machines Corporation   04/17/2025     240       745,980       36,300  
  20     JPMorgan Chase & Company   04/17/2025     230       490,600       31,200  
  150     Medtronic plc   04/17/2025     88       1,347,900       45,300  
  30     Procter & Gamble Company   04/17/2025     165       511,260       21,150  
  25     RTX Corporation   04/17/2025     130       331,150       10,125  
  75     Starbucks Corporation   04/17/2025     100       735,675       12,375  
  7     UnitedHealth Group, Inc.   04/17/2025     500       366,625       24,710  
  55     Walt Disney Company   04/17/2025     100       542,850       9,570  
  50     Wells Fargo & Company   04/17/2025     73       358,950       11,350  
        TOTAL CALL OPTIONS WRITTEN (Premiums received - $426,360)       526,270  
                                     
        TOTAL EQUITY OPTIONS WRITTEN (Premiums received - $426,360)     $ 526,270  

 

ETF - Exchange-Traded Fund
   
LTD - Limited Company
   
NV - Naamioze Vennootschap
   
PLC - Public Limited Company
   
REIT - Real Estate Investment Trust
   
SPDR - Standard & Poor’s Depositary Receipt

 

* Non-income producing security.

 

^ Security is subject written call options.

 

(a) Rate disclosed is the seven-day effective yield as of March 31, 2025.

 

(b) Each option contract allows the holder of the option to purchase or sell 100 shares of the underlying security.

 

(c) All or portion of the security is pledged as collateral for written options.

 

See accompanying notes to financial statements.

5

 

The Covered Bridge Fund
STATEMENT OF ASSETS AND LIABILITIES (Unaudited)
March 31, 2025

 

Assets:        
Investments in Securities at Value (cost $124,634,091)   $ 103,129,153  
Deposits with Broker for Options Written     986,100  
Receivable for Fund Shares Sold     331,624  
Dividend and Interest Receivable     164,253  
Prepaid Expenses and Other Assets     26,455  
Total Assets     104,637,585  
         
Liabilities:        
Options Written, at value (premiums received $426,360)     526,270  
Payable for Investments Purchased     304,157  
Payable for Fund Shares Redeemed     173,172  
Investment Advisory Fees Payable     90,504  
Payable to Related Parties     28,141  
Distribution (12b-1) Fees Payable     1,941  
Accrued Expenses and Other Liabilities     20,404  
Total Liabilities     1,144,589  
         
Net Assets   $ 103,492,996  
         
Class A Shares:        
Net Assets (Unlimited shares of no par value beneficial interest authorized; (1,024,357 shares of beneficial interest outstanding)   $ 8,963,611  
Net Asset Value and Redemption Price Per Share (a) ($8,963,611/1,024,357 shares of beneficial interest outstanding)   $ 8.75  
Maximum Offering Price Per Share (Maximum sales charge of 5.25%)   $ 9.23  
         
Class I Shares:        
Net Assets (Unlimited shares of no par value interest authorized; (10,885,923 shares of beneficial interest outstanding)   $ 94,529,385  
Net Asset Value, Offering and Redemption Price Per Share (a) ($94,529,385/10,885,923 shares of beneficial interest outstanding)   $ 8.68  
         
Composition of Net Assets:        
Paid-in-Capital   $ 120,309,317  
Accumulated Losses     (16,816,321 )
Net Assets   $ 103,492,996  

 

(a) The Fund charges a fee of 1% on redemptions of shares held for less than 90 days.

 

See accompanying notes to financial statements.

6

 

The Covered Bridge Fund
STATEMENT OF OPERATIONS (Unaudited)
For the Six Months Ended March 31, 2025

 

Investment Income:        
Dividend Income (Less $6,615 Foreign Taxes)   $ 1,552,028  
Interest Income     201,309  
Total Investment Income     1,753,337  
         
Expenses:        
Investment Advisory Fees     535,203  
Administration Fees     77,796  
Interest Expense     76,345  
Transfer Agent Fees     36,183  
Third Party Administrative Servicing Fees     27,396  
Fund Accounting Fees     25,800  
Registration & Filing Fees     24,932  
Chief Compliance Officer Fees     14,620  
Distribution (12b-1) Fees - Class A     12,197  
Audit Fees     10,600  
Legal Fees     10,470  
Custody Fees     7,102  
Trustees’ Fees     5,969  
Printing Expense     4,811  
Insurance Expense     1,302  
Miscellaneous Expenses     2,193  
Total Expenses     872,919  
Less: Fee Waived by Adviser     (35,381 )
Net Expenses     837,538  
Net Investment Income     915,799  
         
Net Realized and Unrealized Gain (Loss) on Investments:        
Net Realized Gain on:        
Investments and Options Purchased     4,585,474  
Options Written     2,456,127  
Total Net Realized Gain     7,041,601  
         
Net Change in Unrealized Appreciation (Depreciation) on:        
Investments and Options Purchased     (8,595,990 )
Options Written     140,754  
Foreign Currency Translations     (85 )
Total Net Change in Unrealized Depreciation     (8,455,321 )
         
Net Realized and Unrealized Loss on Investments     (1,413,720 )
         
Net Decrease in Net Assets Resulting From Operations   $ (497,921 )

 

See accompanying notes to financial statements.

7

 

The Covered Bridge Fund
STATEMENTS OF CHANGES IN NET ASSETS

 

    For the     For the  
    Six Months Ended     Year Ended  
    March 31, 2025     September 30, 2024  
    (Unaudited)        
Operations:                
Net Investment Income   $ 915,799     $ 2,211,334  
Net Realized Gain     7,041,601       8,234,787  
Net Change in Unrealized Appreciation (Depreciation)     (8,455,321 )     7,203,695  
Net Increase (Decrease) in Net Assets Resulting From Operations     (497,921 )     17,649,816  
                 
Distributions to Shareholders From:                
Distributable Earnings                
Class A ($0.40 and $0.74, respectively)     (436,083 )     (955,205 )
Class I ($0.42 and $0.76, respectively)     (4,515,851 )     (8,500,851 )
Net Decrease in Net Assets From Distributions to Shareholders     (4,951,934 )     (9,456,056 )
                 
Capital Share Transactions:                
Class A                
Proceeds from Shares Issued (1,650 and 11,084 shares, respectively)     14,832       100,197  
Distributions Reinvested (47,908 and 104,769 shares, respectively)     427,153       937,834  
Redemption Fee Proceeds     6       524  
Cost of Shares Redeemed (160,531 and 716,933 shares, respectively)     (1,431,685 )     (6,343,894 )
Total Class A     (989,694 )     (5,305,339 )
                 
Class I                
Proceeds from Shares Issued (502,647 and 1,010,051 shares, respectively)     4,478,909       8,960,934  
Distributions Reinvested (425,649 and 780,904 shares, respectively)     3,760,679       6,949,826  
Redemption Fee Proceeds     62       4,218  
Cost of Shares Redeemed (951,660 and 3,080,389 shares, respectively)     (8,471,659 )     (27,349,843 )
Total Class I     (232,009 )     (11,434,865 )
                 
Net Decrease in Net Assets from Capital Share Transactions     (1,221,703 )     (16,740,204 )
                 
Total Decrease in Net Assets     (6,671,558 )     (8,546,444 )
                 
Net Assets:                
Beginning of Period     110,164,554       118,710,998  
End of Period   $ 103,492,996     $ 110,164,554  

 

See accompanying notes to financial statements.

8

 

The Covered Bridge Fund - Class A
FINANCIAL HIGHLIGHTS

 

Per share data and ratios for a share of beneficial interest throughout each period presented.

 

    For the Six     For the Year     For the Year     For the Year     For the Year     For the Year  
    Months Ended     Ended     Ended     Ended     Ended     Ended  
    March 31, 2025     September 30, 2024     September 30, 2023     September 30, 2022     September 30, 2021     September 30, 2020  
    (Unaudited)                                
Net Asset Value, Beginning of Period   $ 9.21     $ 8.57     $ 8.42     $ 9.82     $ 7.71     $ 9.48  
Increase (Decrease) From Operations:                                                
Net investment income (1)     0.07       0.16       0.16       0.12       0.12       0.13  
Net realized and unrealized gain (loss) on Investments     (0.13 )     1.22       0.76       (0.80 )     2.64       (1.40 )
Total from operations     (0.06 )     1.38       0.92       (0.68 )     2.76       (1.27 )
Less Distributions:                                                
From net investment income     (0.06 )     (0.16 )     (0.15 )     (0.12 )     (0.11 )     (0.09 )
From net realized gain     (0.34 )     (0.58 )     (0.62 )     (0.60 )     (0.54 )     (0.30 )
From return of capital                                   (0.11 )
Total Distributions     (0.40 )     (0.74 )     (0.77 )     (0.72 )     (0.65 )     (0.50 )
Paid in capital from redemption fees (1), (3)     0.00       0.00       0.00       0.00       0.00       0.00  
Net Asset Value, End of Period   $ 8.75     $ 9.21     $ 8.57     $ 8.42     $ 9.82     $ 7.71  
Total Return (2)     (0.61 )% (6)     16.65 %     10.74 %     (7.61 )%     35.96 %     (13.71 )%
Ratios/Supplemental Data                                                
Net assets, end of period (in 000’s)   $ 8,964     $ 10,452     $ 14,874     $ 14,730     $ 16,009     $ 11,313  
Ratio of expenses to average net assets:                                                
before reimbursement (4)     1.86 (5)     1.80 %     1.76 %     1.67 %     1.73 %     1.79 %
net of reimbursement     1.79 (5)     1.73 %     1.71 %     1.67 %     1.69 %     1.70 %
Ratio of expenses to average net assets, excluding interest expense:                                                
before reimbursement (4)     1.72 (5)     1.72 %     1.70 %     1.65 %     1.69 %     1.74 %
net of reimbursement     1.65 (5)     1.65 %     1.65 %     1.65 %     1.65 %     1.65 %
Ratio of net investment income to average net assets     1.48 (5)     1.80 %     1.74 %     1.18 %     1.20 %     1.49 %
Portfolio turnover rate     49 (6)     125 %     154 %     147 %     232 %     204 %

 

 
(1) Per share amounts are calculated using the average shares method, which more appropriately presents the per share data for the period.

 

(2) Total returns are historical in nature and assume changes in share price, reinvestment of dividends and capital gains distributions, if any, and exclude the effect of sales loads and redemptions fees. Had the adviser not absorbed a portion of Fund expenses, total returns would have been lower.

 

(3) Amount is less than $.01 per share.

 

(4) Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the adviser.

 

(5) Annualized.

 

(6) Not annualized.

 

See accompanying notes to financial statements.

9

 

The Covered Bridge Fund - Class I
FINANCIAL HIGHLIGHTS

 

Per share data and ratios for a share of beneficial interest throughout each period presented.

 

    For the Six     For the Year     For the Year     For the Year     For the Year     For the Year  
    Months Ended     Ended     Ended     Ended     Ended     Ended  
    March 31, 2025     September 30, 2024     September 30, 2023     September 30, 2022     September 30, 2021     September 30, 2020  
    (Unaudited)                                
Net Asset Value, Beginning of Period   $ 9.14     $ 8.51     $ 8.37     $ 9.77     $ 7.68     $ 9.44  
Increase (Decrease) From Operations:                                                
Net investment income (1)     0.08       0.18       0.18       0.14       0.14       0.15  
Net realized and unrealized gain (loss) on Investments     (0.12 )     1.21       0.75       (0.80 )     2.63       (1.38 )
Total from operations     (0.04 )     1.39       0.93       (0.66 )     2.77       (1.23 )
Less Distributions:                                                
From net investment income     (0.08 )     (0.18 )     (0.17 )     (0.14 )     (0.14 )     (0.12 )
From net realized gain     (0.34 )     (0.58 )     (0.62 )     (0.60 )     (0.54 )     (0.30 )
From return of capital                                   (0.11 )
Total Distributions     (0.42 )     (0.76 )     (0.79 )     (0.74 )     (0.68 )     (0.53 )
Paid in capital from redemption fees (1), (3)     0.00       0.00       0.00       0.00       0.00       0.00  
Net Asset Value, End of Period   $ 8.68     $ 9.14     $ 8.51     $ 8.37     $ 9.77     $ 7.68  
Total Return (2)     (0.48 )% (6)     16.97 %     10.96 %     (7.40 )%     36.23 %     (13.42 )%
Ratios/Supplemental Data                                                
Net assets, end of period (in 000’s)   $ 94,529     $ 99,713     $ 103,837     $ 91,064     $ 89,352     $ 70,696  
Ratio of expenses to average net assets:                                                
before reimbursement (4)     1.61 (5)     1.55 %     1.51 %     1.42 %     1.48 %     1.54 %
net of reimbursement     1.54 (5)     1.48 %     1.46 %     1.42 %     1.44 %     1.45 %
Ratio of expenses to average net assets, excluding interest expense:                                                
before reimbursement (4)     1.47 (5)     1.47 %     1.45 %     1.40 %     1.44 %     1.49 %
net of reimbursement     1.40 (5)     1.40 %     1.40 %     1.40 %     1.40 %     1.40 %
Ratio of net investment income to average net assets     1.73 (5)     2.03 %     1.99 %     1.43 %     1.46 %     1.74 %
Portfolio turnover rate     49 (6)     125 %     154 %     147 %     232 %     204 %

 

 
(1) Per share amounts are calculated using the average shares method, which more appropriately presents the per share data for the period.

 

(2) Total returns are historical in nature and assume changes in share price, reinvestment of dividends and capital gains distributions, if any, and exclude the effect of redemptions fees. Had the adviser not absorbed a portion of Fund expenses, total returns would have been lower.

 

(3) Amount is less than $.01 per share.

 

(4) Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the adviser.

 

(5) Annualized.

 

(6) Not annualized.

 

See accompanying notes to financial statements.

10

 

The Covered Bridge Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited)
March 31, 2025
 
1. ORGANIZATION

 

The Covered Bridge Fund (the “Fund”) is a diversified series of shares of beneficial interest of Northern Lights Fund Trust III (the “Trust”), a Delaware statutory trust organized on December 5, 2011 and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The investment objective of the Fund is to seek current income and realized gains from writing options with capital appreciation as a secondary objective. The Fund commenced operations on October 1, 2013.

 

The Fund currently offers Class A and Class I shares. Class A shares are offered at net asset value plus a maximum sales charge of 5.25%. Class I shares are offered at net asset value. The Fund charges a fee of 1.00% on redemptions of shares held for less than 90 days. Each class represents an interest in the same assets of the Fund and classes are identical except for differences in their sales charge structures and distribution charges. All classes of shares have equal voting privileges except that each class has exclusive voting rights with respect to its service and/or distribution plans. The Fund’s income, expenses (other than class specific distribution fees) and realized and unrealized gains and losses are allocated proportionately each day based upon the relative net assets of each class.

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies followed by the Fund in preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the year. Actual results could differ from those estimates. The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services Investment Companies”, including FASB Accounting Standards Update (“ASU”) No. 2013-08.

 

Operating Segments – The Fund has adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures (“ASU 2023-07”). Adoption of the standard impacted financial statement disclosures only and did not affect the Fund’s financial position or the results of its operations. An operating segment is defined in Topic 280 as a component of a public entity that engages in business activities from which it may recognize revenues and incur expenses, has operating results that are regularly reviewed by the public entity’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance, and has discrete financial information available. The CODM is comprised of the portfolio managers and Chief Financial Officer of the Fund. The Fund operates as a single operating segment. The Fund’s income, expenses, assets, changes in net assets resulting from operations and performance are regularly monitored and assessed as a whole by the CODM responsible for oversight functions of the Fund, using the information presented in the financial statements and financial highlights.

 

Security Valuation – The Fund’s securities are valued at the last sale price on the exchange in which such securities are primarily traded, as of the close of business on the day the securities are being valued. In the absence of a sale on the primary exchange, a security shall be valued at the mean between the current bid and ask prices on the day of valuation. NASDAQ traded securities are valued using the NASDAQ Official Closing Price (“NOCP”). Exchange traded options are valued at the last sale price, or, in the absence of a sale, at the mean between the current bid and ask prices. Short-term debt obligations having 60 days or less remaining until maturity, at time of purchase, may be valued at amortized cost.

 

Securities for which current market quotations are not readily available or for which quotations are not deemed to be representative of market values are valued at fair value as determined in good faith by or under the direction of the Trust’s Board of Trustees (the “Board”) in accordance with the Trust’s Portfolio Securities Valuation Procedures (the “Procedures”). The Procedures consider the following factors, among others, to determine a security’s fair value: the nature and pricing history (if any) of the security; whether any dealer quotations for the security are available; and possible valuation methodologies that could be used to determine the fair value of the security.

 

The Fund may hold investments, such as private investments, interests in commodity pools, other non-traded securities or temporarily illiquid securities, for which market quotations are not readily available or are determined to be unreliable. These investments will be valued using the “fair value” procedures approved by the Board. The Board has delegated execution of these procedures to the adviser as its valuation designee (the “Valuation Designee”). The Board may also enlist third party consultants such a valuation specialist at a public accounting firm, valuation consultant or financial officer of a security issuer on an as-needed basis to assist the Valuation

11

 

The Covered Bridge Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
March 31, 2025
 

Designee in determining a security-specific fair value. The Board is responsible for reviewing and approving fair value methodologies utilized by the Valuation Designee, which approval shall be based upon whether the Valuation Designee followed the valuation procedures established by the Board.

 

Fair Valuation Process – Applicable investments are valued by the Valuation Designee pursuant to valuation procedures established by the Board. For example, fair value determinations are required for the following securities: (i) securities for which market quotations are insufficient or not readily available on a particular business day (including securities for which there is a short and temporary lapse in the provision of a price by the regular pricing source); (ii) securities for which, in the judgment of the Valuation Designee, the prices or values available do not represent the fair value of the instrument; factors which may cause the Valuation Designee to make such a judgment include, but are not limited to, the following: only a bid price or an asked price is available; the spread between bid and asked prices is substantial; the frequency of sales; the thinness of the market; the size of reported trades; and actions of the securities markets, such as the suspension or limitation of trading; (iii) securities determined to be illiquid; and (iv) securities with respect to which an event that will affect the value thereof has occurred (a “significant event”) since the closing prices were established on the principal exchange on which they are traded, but prior to the Fund’s calculation of its net asset value. Specifically, interests in commodity pools or managed futures pools are valued on a daily basis by reference to the closing market prices of each futures contract or other asset held by a pool, as adjusted for pool expenses. Restricted or illiquid investments, such as private investments or non-traded securities are valued based upon the current bid for the security from two or more independent dealers or other parties reasonably familiar with the facts and circumstances of the security (who should take into consideration all relevant factors as may be appropriate under the circumstances). If a current bid from such independent dealers or other independent parties is unavailable, the Valuation Designee shall determine, the fair value of such security using the following factors: (i) the type of security; (ii) the cost at date of purchase; (iii) the size and nature of the Fund’s holdings; (iv) the discount from market value of unrestricted securities of the same class at the time of purchase and subsequent thereto; (v) information as to any transactions or offers with respect to the security; (vi) the nature and duration of restrictions on disposition of the security and the existence of any registration rights; (vii) how the yield of the security compares to similar securities of companies of similar or equal creditworthiness; (viii) the level of recent trades of similar or comparable securities; (ix) the liquidity characteristics of the security; (x) current market conditions; and (xi) the market value of any securities into which the security is convertible or exchangeable.

 

The Fund utilizes various methods to measure the fair value of all of its investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of input are:

 

Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities that the Fund has the ability to access.

 

Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument in an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

12

 

The Covered Bridge Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
March 31, 2025
 

The following tables summarize the inputs used as of March 31, 2025 for the Fund’s assets and liabilities measured at fair value:

 

Assets *   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 93,872,127     $     $     $ 93,872,127  
Short-Term Investments     8,962,226                   8,962,226  
Put Options Purchased     294,800                   294,800  
Total   $ 103,129,153     $     $     $ 103,129,153  
Liabilities                                
Call Options Written     (477,445 )     (48,825 )           (526,270 )
Total   $ (477,445 )   $ (48,825 )   $     $ (526,270 )

 

The Fund did not hold any Level 3 securities during the period ended March 31, 2025.

 

* Please refer to the Schedule of Investments for Industry Classification.

 

Foreign Currency Translations – The books and records of the Fund are maintained in US dollars. The market values of securities which are not traded in US currency are recorded in the financial statements after translation to US dollars based on the applicable exchange rates at the end of the period. The costs of such securities are translated at exchange rates prevailing when acquired. Related interest, dividends and withholding taxes are accrued at the rates of exchange prevailing on the respective dates of such transactions.

 

Net realized gains and losses on foreign currency transactions represent net gains and losses from currency realized between the trade and settlement dates on securities transactions and the difference between income accrued versus income received. The effect of changes in foreign currency exchange rates on investments in securities are included with the net realized and unrealized gain or loss on investment securities.

 

Option Transactions – The Fund is subject to equity price risk in the normal course of pursuing its investment objective and may purchase or sell options to help hedge against risk. When the Fund writes a call option, an amount equal to the premium received is included in the statement of assets and liabilities as a liability. The amount of the liability is subsequently marked-to-market to reflect the current market value of the option. If an option expires on its stipulated expiration date or if the Fund enters into a closing purchase transaction, a gain or loss is realized. If a written call option is exercised, a gain or loss is realized for the sale of the underlying security and the proceeds from the sale are increased by the premium originally received. As writer of an option, the Fund has no control over whether the option will be exercised and, as a result, retains the market risk of an unfavorable change in the price of the security underlying the written option.

 

The Fund may purchase put and call options. Put options are purchased to hedge against a decline in the value of securities held in the Fund’s portfolio. If such a decline occurs, the put options will permit the Fund to sell the securities underlying such options at the exercise price, or to close out the options at a profit. The premium paid for a put or call option plus any transaction costs will reduce the benefit, if any, realized by the Fund upon exercise of the option, and, unless the price of the underlying security rises or declines sufficiently, the option may expire worthless to the Fund. In addition, in the event that the price of the security in connection with which an option was purchased moves in a direction favorable to the Fund, the benefits realized by the Fund as a result of such favorable movement will be reduced by the amount of the premium paid for the option and related transaction costs. Written and purchased options are non-income producing securities. With purchased options, there is minimal counterparty risk to the Fund since these options are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded options, guarantees against a possible default.

 

The notional value of the derivative instruments outstanding as of March 31, 2025 as disclosed in the Schedule of Investments and the amounts realized and changes in unrealized gains and losses on derivative instruments during the period as disclosed within the Statement of Operations serve as indicators of the volume of derivative activity for the Fund.

13

 

The Covered Bridge Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
March 31, 2025
 

Impact of Derivatives on the Statement of Assets and Liabilities and Statement of Operations – The following is a summary of the location of derivative investments on the Fund’s Statement of Assets and Liabilities as of March 31, 2025:

 

Derivative Investments       Location on the Statement of Assets and      
Type   Risk   Liabilities   Amount  
Options Purchased   Equity   Investments in Securities at Value   $ 294,800  
Options Written   Equity   Options Written, at value     (526,270 )

 

The following is a summary of the location of derivative investments in the Fund’s Statement of Operations for the six months ended March 31, 2025:

 

Derivative              
Investments Type     Risk     Location of Gain/Loss on Derivative     Amount  
Options Purchased   Equity   Net Realized Gain on Investments and Options Purchased   $ (103,801 )
Options Written   Equity   Net Realized Gain on Options Written     2,456,127  
Options Purchased   Equity   Net Change in Unrealized Appreciation (Depreciation) on Investments and Options Purchased     176,309  
Options Written   Equity   Net Change in Unrealized Appreciation (Depreciation) on Options Written     140,754  

 

Security Transactions and Investment Income – Investment security transactions are accounted for on a trade date basis. Cost is determined and gains and losses are based upon the specific identification method for both financial statement and federal income tax purposes. Dividend income is recorded on the ex-dividend date and interest income is recorded on an accrual basis. Purchase discounts and premiums on securities are accreted and amortized over the life of the respective securities.

 

Withholding taxes on foreign dividends have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.

 

Expenses – Expenses of the Trust that are directly identifiable to a specific fund are charged to that fund. Expenses that are not readily identifiable to a specific fund are allocated in such a manner as deemed equitable, taking into consideration the nature and type of expense and the relative sizes of the funds in the Trust.

 

Federal Income Taxes – The Fund complies with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and will distribute all of its taxable income, if any, to shareholders. Accordingly, no provision for federal income taxes is required in the financial statements. The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years ended September 30, 2022 – September 30, 2024, or expected to be taken in the Fund’s September 30, 2025 tax returns. The Fund identifies its major tax jurisdictions as U.S. federal, Ohio and foreign jurisdictions where the Fund makes significant investments. The Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

Dividends and Distributions to Shareholders – Dividends from net investment income, if any, are declared and paid quarterly, and distributions from net realized capital gains, if any, are declared and paid annually. Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income and distributions from net realized gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are considered either temporary (e.g. deferred losses) or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences do not require reclassification. Any such reclassifications will have no effect on net assets, results of operations, or net asset values per share of the Fund.

 

Indemnification – The Trust indemnifies its officers and Trustees for certain liabilities that may arise from the performance of their duties to the Trust. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of

14

 

The Covered Bridge Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
March 31, 2025
 

representations and warranties and which provide general indemnities. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the risk of loss due to these warranties and indemnities appears to be remote.

 

3. CASH – CONCENTRATION IN UNINSURED ACCOUNT

 

For cash management purposes, the Fund may concentrate cash with the Fund’s custodian. As of March 31, 2025, the Fund held $986,100 in cash at Interactive Brokers.

 

4. INVESTMENT ADVISORY AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES

 

Advisory Fees – Stonebridge Capital Advisors, LLC serves as the Fund’s investment adviser (the “Adviser”). Pursuant to an investment advisory agreement with the Trust on behalf of the Fund, the Adviser, under the oversight of the Board, directs the daily operations of the Fund and supervises the performance of administrative and professional services provided by others. As compensation for this service and the related expenses borne by the Adviser, the Fund pays the Adviser a management fee, computed and accrued daily and paid monthly, at an annual rate of 1.00% of the average daily net assets. For the six months ended March 31, 2025, the Adviser earned management fees of $535,203.

 

The Adviser has contractually agreed to waive all or part of its management fees and/or make payments to limit Fund expenses (exclusive of any front-end or contingent deferred loads; brokerage fees and commissions; acquired fund fees and expenses; borrowing costs (such as interest and dividend expense on securities sold short); taxes; and extraordinary expenses, such as litigation expenses (which may include indemnification of Fund officers and Trustees, contractual and indemnification of Fund service providers (other than the Adviser))) at least until February 1, 2026, so that the total annual operating expenses of the Fund do not exceed 1.65% and 1.40% of the average daily net assets for its Class A and Class I shares, respectively. Contractual waivers and expense payments may be recouped by the Adviser from the Fund, to the extent that overall expenses fall below the lesser of the expense limitation then in place or in place at time of waiver, within three years of when the amounts were waived. During the six months ended March 31, 2025, the Adviser waived $35,381 in fees pursuant to its contractual agreement.

 

As of September 30, 2024, the following amounts are subject to recapture by the Adviser by September 30 of the following years:

 

2025     2026     2027     Total  
$     $ 53,193     $ 72,550     $ 125,743  

 

Distributor – The distributor of the Fund is Northern Lights Distributors, LLC (the “Distributor”). The Trust, with respect to the Fund, has adopted the Trust’s Master Distribution and Shareholder Servicing Plan for the Fund’s Class A shares (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act, to pay for certain distribution activities and shareholder services. The Plan provides a monthly service and/or distribution fee that is calculated by the Fund at an annual rate of 0.25% of the average daily net assets of Class A shares. For the six months ended March 31, 2025, pursuant to the Plan, the Fund paid $12,197. No such fees are payable with respect to Class I shares.

 

The Distributor acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s Class A shares. For the six months ended March 31, 2025, the Distributor did not receive any underwriting commissions for sales of the Fund’s Class A shares.

 

In addition, certain affiliates of the Distributor provide services to the Fund as follows:

 

Ultimus Fund Solutions, LLC (“UFS”) – UFS, an affiliate of the Distributor, provides administration, fund accounting, and transfer agent services to the Trust. Pursuant to separate servicing agreements with UFS, the Fund pays UFS customary fees for providing administration, fund accounting and transfer agency services to the Fund. Certain officers of the Trust are also officers of UFS, and are not paid any fees directly by the Fund for serving in such capacities.

 

Northern Lights Compliance Services, LLC (“NLCS”) - NLCS, an affiliate of UFS and the Distributor, provides a Chief Compliance Officer to the Trust, as well as related compliance services, pursuant to a consulting agreement between NLCS and the Trust. Under the terms of such agreement, NLCS receives customary fees from the Fund.

15

 

The Covered Bridge Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
March 31, 2025
 

Blu Giant, LLC (“Blu Giant”) – Blu Giant, an affiliate of UFS and the Distributor, provides EDGAR conversion and filing services as well as print management services for the Fund on an ad-hoc basis. For the provision of these services, Blu Giant receives customary fees from the Fund.

 

5. INVESTMENT TRANSACTIONS

 

The cost of purchases and proceeds from the sale of securities, other than short-term securities, for the six months ended March 31, 2025, amounted to $48,304,739 and $54,347,737, respectively.

 

6. REDEMPTION FEES

 

The Fund may assess a short-term redemption fee of 1.00% of the total redemption amount if a shareholder sells their shares after holding them for less than 90 days. The Fund received redemption fees of $68 and $4,742, for the six months ended March 31, 2025, and the year ended September 30, 2024, respectively.

 

7. AGGREGATE UNREALIZED APPRECIATION AND DEPRECIATION – TAX BASIS

 

The identified cost of investments (including open positions in written options) in securities owned by the Fund for federal income tax purposes and its respective gross unrealized appreciation and depreciation at March 31, 2025, were as follows:

 

      Gross Unrealized     Gross Unrealized     Net Unrealized  
Tax Cost     Appreciation     (Depreciation)     (Depreciation)  
$ 124,355,672     $ 1,073,488     $ (22,826,277 )   $ (21,752,789 )

 

8. DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL

 

The tax character of distributions paid during the fiscal years ended September 30, 2024, and September 30, 2023, were as follows:

 

    Fiscal Year Ended     Fiscal Year Ended  
    September 30, 2024     September 30, 2023  
Ordinary Income   $ 9,442,027     $ 10,684,217  
Long-Term Capital Gain     14,029        
    $ 9,456,056     $ 10,684,217  

 

As of September 30, 2024, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed     Undistributed     Post October Loss     Capital Loss     Other     Unrealized     Total  
Ordinary     Long-Term     and     Carry     Book/Tax     Appreciation/     Distributable Earnings/  
Income     Gains     Late Year Loss     Forwards     Differences     (Depreciation)     (Accumulated Losses)  
$ 1,962,654     $     $     $     $ (31,285 )   $ (13,297,835 )   $ (11,366,466 )

 

The difference between book basis and tax basis accumulated net realized losses and unrealized depreciation from investments is primarily attributable to the tax deferral of losses on wash sales. In addition, the amount listed under other book/tax differences is primarily attributable to the tax deferral of losses on straddles.

16

 

The Covered Bridge Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)
March 31, 2025
 

During the fiscal year ended September 30, 2024, the Fund utilized tax equalization which is the use of earnings and profits distributions to shareholders on redemption of shares as part of the dividends paid deduction for income tax purposes. Permanent book and tax differences, primarily attributable to tax adjustments for use of tax equalization credits and adjustments for prior year tax returns, resulted in reclassifications for the Fund for the fiscal year ended September 30, 2024, as follows:

 

Paid In     Accumulated  
Capital     Losses  
$ 376,155     $ (376,155 )

 

9. CONTROL OWNERSHIP

 

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates presumption of control of the fund, under Section 2(a)(9) of the 1940 Act. As of March 31, 2025, Charles Schwab & Co, Inc. and Pershing LLC, accounts holding shares for the benefit of others in nominee name, held approximately 58% and 25%, respectively, of the voting securities of the Fund. The Fund has no knowledge as to whether any beneficial owner included in these nominee accounts holds more than 25% of the voting shares of either class.

 

10. SUBSEQUENT EVENTS

 

Subsequent events after the date of the Statement of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has determined that no events or transactions occurred requiring adjustment or disclosure in the financial statements.

17

 

PROXY VOTING POLICY

 

Information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve month period ended June 30 as well as a description of the policies and procedures that the Fund uses to determine how to vote proxies is available without charge, upon request, by calling 1-855-525-2151 or by referring to the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

 

 

The Covered Bridge Fund
ADDITIONAL INFORMATION (Unaudited)
March 31, 2025

 

Changes in and Disagreements with Accountants

 

There were no changes in or disagreements with accountants during the period covered by this report.

 

Proxy Disclosures

 

Not applicable.

 

Remuneration Paid to Directors, Officers and Others

 

Refer to the financial statements included herein.

 

Statement Regarding Basis for Approval of Investment Advisory Agreement

 

Not applicable.

 

 

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies Not applicable

 

Item 9. Proxy Disclosures for Open-End Management Investment Companies. Not applicable

 

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies. Included under Item 7

 

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract. Included under Item 7

 

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. Not applicable to open-end investment companies.

 

Item 13. Portfolio Managers of Closed-End Management Investment Companies. Not applicable to open-end investment companies.

 

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. Not applicable to open-end investment companies.

 

Item 15. Submission of Matters to a Vote of Security Holders. None

 

Item 16. Controls and Procedures

 

(a) The registrant’s Principal Executive Officer and Principal Financial Officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act) are effective in design and operation and are sufficient to form the basis of the certifications required by Rule 30a-(2) under the Act, based on their evaluation of these disclosure controls and procedures as of a date within 90 days of this report on Form N-CSR.

 

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies. Not applicable

 

Item 18. Recovery of Erroneously Awarded Compensation.

 

(a)       Not applicable

 

(b)       Not applicable

 

 

Item 19. Exhibits.

 

(a)(1) Not applicable

 

(a)(2) Not applicable

 

(a)(3) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto.

 

(a)(4) Not applicable

 

(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)): Attached hereto

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(Registrant) Northern Lights Fund Trust III

 

By (Signature and Title)

/s/ Brian Curley
Brian Curley, Principal Executive Officer/President

 

Date  6/2/25  

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following person on behalf of the registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)

/s/ Brian Curley
Brian Curley, Principal Executive Officer/President

 

Date  6/2/25  

 

By (Signature and Title)

/s/ Rich Gleason
Rich Gleason, Principal Financial Officer/Treasurer

 

Date  6/2/25