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Great Elm Capital Insider Trims Position by 2% in July 2025 Form 4

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Great Elm Capital Corp. (GECC) – Form 4 insider transaction summary

Great Elm Strategic Partnership I, LLC, which is both a 10% owner and board-level related entity, reported a series of open-market sales of GECC common stock between 11 June 2025 and 3 July 2025:

  • 06/11/25: 2,642 shares sold at a weighted-average price of $11.20
  • 06/12/25: 7,288 shares sold at a weighted-average price of $10.97
  • 06/13/25: 2,714 shares sold at a weighted-average price of $11.00
  • 07/02/25: 13,324 shares sold at $10.95
  • 07/03/25: 11,021 shares sold at $10.95

The total disposition amounted to 36,989 shares, or roughly 2.0 % of the filer’s prior 1.85 million-share position. Following the transactions, the reporting person still holds 1,813,435 shares, maintaining its status as a significant shareholder. All transactions were coded “S” (open-market sale) and no derivative securities were involved.

While insider sales can sometimes signal caution, the magnitude here is modest relative to the remaining stake, and no accompanying narrative suggests a change in strategic outlook. Prices clustered tightly around the $11 level, indicating sales were executed near recent trading ranges rather than an opportunistic premium.

Positive

  • None.

Negative

  • Insider selling by a 10% owner can signal reduced confidence, even though the amount is modest relative to total holdings.

Insights

TL;DR: 10% owner trims 2% of stake; limited impact, mildly negative sentiment.

The filing shows a discretionary sale of 36,989 shares worth about $0.4 million, based on the weighted-average prices. Despite the high insider designation, the residual holding of 1.81 million shares preserves meaningful alignment with public shareholders. The absence of derivative activity or 10b5-1 plan notation suggests opportunistic liquidity rather than a predetermined program. Given the small relative size and lack of broader context (earnings, guidance, financing), I view the move as marginally negative in sentiment but not fundamentally material to GECC’s valuation.

TL;DR: Routine insider sales; governance risk unchanged.

Great Elm Strategic Partnership I, LLC remains a controlling stakeholder post-sale. The entity reported in full compliance with Section 16 timing requirements, and the use of weighted-average footnotes indicates standard best practice disclosure. No red flags such as rapid multi-million-share liquidation, option exercises, or Rule 144 placements appear. Therefore, governance and control dynamics are effectively unchanged; investors should monitor for further sales that cumulatively exceed 5-10 % of ownership.

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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Great Elm Strategic Partnership I, LLC

(Last) (First) (Middle)
800 BOYLSTON STREET
SUITE 900

(Street)
BOSTON MA 02199

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Great Elm Capital Corp. [ GECC ]
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)
06/11/2025
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
Common Stock 06/11/2025 S 2,642 D $11.2 1,847,782 D
Common Stock 06/12/2025 S 7,288 D $10.97(1) 1,840,494 D
Common Stock 06/13/2025 S 2,714 D $11(2) 1,837,780 D
Common Stock 07/02/2025 S 13,324 D $10.95 1,824,456 D
Common Stock 07/03/2025 S 11,021 D $10.95 1,813,435 D
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
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.95 to $11.13, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.00 to $11.19, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
/s/ Adam M. Kleinman, attorney-in-fact 07/03/2025
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many GECC shares did the insider sell?

The reporting entity sold 36,989 common shares between 11 June and 3 July 2025.

What is the insider's remaining stake in GECC after the sales?

After the transactions, the insider still holds 1,813,435 shares of GECC common stock.

At what prices were the GECC shares sold?

Sales occurred at weighted-average prices ranging from $10.95 to $11.20 per share.

Did the filing involve any derivative securities?

No. Table II shows no derivative transactions; only common stock sales were reported.

Is this Form 4 part of a Rule 10b5-1 trading plan?

The form does not indicate a 10b5-1 plan; the sales are coded as regular open-market transactions.
Great Elm Capital Corp

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