Form D · Hedge Fund

PHASE3 MASTER FUND LLC

Boca Raton, FL · CIK 0001789825

Offering snapshot reported Nov 12, 2025 · SEC filing

Reported sold
$45.6M
Indefinite offering
Investors reported
26
Form D · investor count
Minimum accepted
$1M
Reported outside-investor minimum
First sale
Oct 1, 2019
As reported in this filing

Fundraising history

Reported sold
Reported amount sold by Form D filing date$0$22.8M$45.6MOct 3, 2019: $4,810,000.00Oct 3, 2019Nov 12, 2020: $6,860,000.00Nov 12, 2021: $33,560,030.00Dec 29, 2022: $45,546,750.00Nov 9, 2023: $45,646,750.00Nov 12, 2024: $45,646,750.00Nov 12, 2025: $45,646,750.00Nov 12, 2025

Dates are filing dates, not cash receipt dates. Decreases are reported revisions, not evidence of withdrawals. Separate offering histories are not added together.

What changed?

Latest filing versus its linked predecessor, where available.

No comparable changes in the displayed metrics.

Filing history

Scroll to see all columns →

FiledFiling typeReported soldChange vs linked filingInvestorsSource
Nov 12, 2025Amendment$45,646,750$0vs Nov 12, 202426SEC filing
Nov 12, 2024Amendment$45,646,750$0vs Nov 9, 202326SEC filing
Nov 9, 2023Amendment$45,646,750$100,000vs Dec 29, 202226SEC filing
Dec 29, 2022Amendment$45,546,750$11,986,720vs Nov 12, 202142SEC filing
Nov 12, 2021Amendment$33,560,030$26,700,030vs Nov 12, 202040SEC filing
Nov 12, 2020Amendment$6,860,000$2,050,000vs Oct 3, 20196SEC filing
Oct 3, 2019Initial$4,810,000No comparison2SEC filing

Offering details

Securities
Pooled investment fund
Exemptions
06b, 3C, 3C.1
Duration over one year
Yes
Business combination
No
Sales commissions
$0
Finders' fees
$0
Form D file number
021-350339

Source: Form D, filed Nov 12, 2025. Minimum accepted may differ from a standard advertised minimum.

Fund connections

The linked fund shows its most recently reported ADV details.

Matched by reported Form D file number

PHASE3 MASTER FUND LLC

Investment adviser: PHASE 3 CAPITAL MANAGEMENT LLC

Gross asset value
$20.8M
Beneficial owners
19
ADV minimum commitment
$1M

Reported in Form ADV on Apr 29, 2025. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator NAV FUND ADMINISTRATION GROUP OAKBROOK TERRACE, Illinois, United States Investor statements: Yes (provided to all investors) Related to adviser: No
Auditor KPMG LLP CHICAGO, Illinois, United States
Auditor KPMG LLP GRAND CAYMAN, Cayman Islands
Custodian MAREX CAPITAL MARKETS INC. NEW YORK, New York, United States Related to adviser: No
Custodian STONEX FINANCIAL INC. WINTER PARK, Florida, United States Related to adviser: No
Custodian TD PRIME SERVICES LLC NEW YORK, New York, United States Related to adviser: No
Custodian WEDBUSH SECURITIES INC. LOS ANGELES, California, United States Related to adviser: No
Prime broker TD PRIME SERVICES LLC NEW YORK, New York, United States
Provider details
Annual audit
Yes
Prime brokers
Yes
Custodians
Yes
Administrator other than the adviser
Yes
External marketing
No

KPMG LLP
PCAOB 185

KPMG LLP
PCAOB 1323

MAREX CAPITAL MARKETS INC.
SEC 8-69039

STONEX FINANCIAL INC.
SEC 8-51269

TD PRIME SERVICES LLC
SEC 8-3337

WEDBUSH SECURITIES INC.
SEC 8-12987

TD PRIME SERVICES LLC
CRD 1914 · SEC 8-3337

Filing source

Form ADV 1982475 · Apr 29, 2025 · Schedule D 7.B.(1), fund 805-3450523817

Official IAPD profile (latest public filing). Values are the most recently reported in our imported data; the public profile may show a newer filing.

People & organizations

Current and past Form D appearances. These existing records do not establish a person's current role or uniquely identify them across issuers.

People and organizations reported in Form D filings
NameReported role
Karim S. Alwan Executive
Shane B. Hoover Executive
N/A Phase 3 Capital Management Llc Executive
Eric M. White Executive
Ethan S. Youderian Executive

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:
6501 Congress Avenue., Suite 220
Boca Raton, FL, 33487