Howard Lutnick Transfer Removes Indirect Ownership of 6.45M GCMG Shares

Rhea-AI Filing Summary

GCM Grosvenor Inc. (GCMG) Form 4 filed for 10/06/2025 reports that Howard W. Lutnick, in his capacity as trustee, sold all voting shares of CF Group Management, Inc. (CFGM) that previously provided indirect beneficial ownership of certain issuer securities. The filing shows a disposition of 6,451,535 Class A common shares and 1,800,000 warrants by entities controlled through the prior CFGM ownership chain, leaving 0 shares and 0 warrants beneficially owned by the reporting person after the transactions.

The buyers were trusts controlled by Brandon G. Lutnick and the aggregate sale price for the voting shares of CFGM was $200,000. The filing clarifies that Holdings and Investor are the record holders of the shares and warrants, CFLP is their sole member, and CFGM was the managing general partner; the reporting person disclaims beneficial ownership of securities held by those entities beyond any pecuniary interest.

Positive

• Complete disposition of previously indirect interest: reporting person shows 0 shares and 0 warrants after transaction
• Transaction disclosed under Section 16 with clear chain-of-ownership explanation and disclaimer

Negative

• Large indirect holdings (6,451,535 shares and 1,800,000 warrants) were transferred out of the reporting person's control
• Aggregate sale price for the voting shares of CFGM was only $200,000, a low stated consideration

Insights

Corporate Governance Analyst

Trustee completed transfer of controlling voting interest and removed indirect ownership.

The transaction documents a transfer of CFGM voting shares that previously linked the reporting person to 6,451,535 Class A shares and 1,800,000 warrants of the issuer; after closing, the reporting person reports 0 beneficial ownership of those securities.

This changes the public disclosure of who holds the voting control layer (now trusts controlled by Brandon G. Lutnick). Watch public ownership tables and any related disclosures in upcoming filings for further changes in control or board alignment over the next few quarters.

Securities Compliance Expert

Form 4 documents a Section 16 change by disposition through related entities with clear disclaimers.

The filing uses standard Section 16 reporting mechanics: indirect holdings via CFGM, CFLP, Holdings and Investor were transferred and the reporting person expressly disclaims beneficial ownership beyond any pecuniary interest. The sale price reported for the voting shares of CFGM was $200,000.

Compliance implications are limited to accurate disclosure of the chain of ownership and the resulting zero beneficial ownership reported on 10/06/2025. Monitor subsequent Section 16 filings to confirm no remaining indirect interests or additional transfers in the near term.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LUTNICK HOWARD W

(Last) (First) (Middle)

C/O 110 EAST 59TH STREET

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GCM Grosvenor Inc. [ GCMG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A common stock	10/06/2025		S		6,451,535	D	(1)	0	I	See Footnotes(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants	$11.5	10/06/2025		S			1,800,000	12/17/2020	11/17/2025	Class A common stock	1,800,000	(1)	0	I	See Footnotes(2)

Explanation of Responses:

1. On October 6, 2025, the reporting person, in his capacity as trustee of a trust, closed the sale to trusts controlled by Brandon G. Lutnick of all of the voting shares of CF Group Management, Inc. ("CFGM"), which is the managing general partner of Cantor Fitzgerald, L.P. ("CFLP"). CFLP is the sole member of CF Finance Holdings, LLC ("Holdings") and CF GCM Investor, LLC ("Investor"). Holdings owns 2,951,535 shares of Class A common stock and 300,000 warrants of the issuer and Investor owns 3,500,000 shares of Class A common stock and 1,500,000 warrants of the issuer. Following the closing of the transaction, the reporting person no longer has beneficial ownership of the shares of Class A common stock and warrants owned by Holdings and Investor. The aggregate sale price of the voting shares of CFGM was $200,000.

2. Holdings and Investor are each the record holder of the securities reported herein. CFLP is the sole member of each of Holdings and Investor. CFGM is the managing general partner of CFLP. The reporting person was the trustee of CFGM's sole stockholder prior to the transaction described in footnote (1). The reporting person disclaims beneficial ownership of all securities held by Holdings and Investor in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he was the beneficial owner of, or had pecuniary interest in, any such excess securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

	/s/ Howard Lutnick	10/06/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did the Form 4 for GCMG filed on 10/06/2025 report?

It reported that Howard W. Lutnick, as trustee, closed a sale transferring CFGM voting shares that removed indirect beneficial ownership of 6,451,535 Class A shares and 1,800,000 warrants, leaving 0 holdings.

Who acquired the voting shares previously held via CFGM?

The filing states the shares were sold to trusts controlled by Brandon G. Lutnick.

What price was reported for the CFGM voting shares sale?

The aggregate sale price for the voting shares of CFGM was reported as $200,000.

Does the reporting person still claim beneficial ownership of the securities?

No; the reporting person disclaims beneficial ownership of the securities held by Holdings and Investor except for any pecuniary interest, and reports 0 beneficial ownership following the transaction.

Which entities held the issuer securities before the sale?

CF Finance Holdings, LLC (Holdings) held 2,951,535 Class A shares and 300,000 warrants; CF GCM Investor, LLC (Investor) held 3,500,000 Class A shares and 1,500,000 warrants.