[8-K] Great Elm Group, Inc. Reports Material Event

Rhea-AI Filing Summary

Great Elm Group, Inc. (GEG) furnished a press release under Item 2.02 (Results of Operations and Financial Condition) via an 8-K. The company attached Exhibit 99.1, a press release dated November 12, 2025. The information is expressly stated as furnished, not filed under the Exchange Act, which means it is not subject to Section 18 liabilities and is incorporated by reference only if specifically referenced in a future filing.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 12, 2025

Great Elm Group, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-39832	85-3622015
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
3801 PGA Boulevard, Suite 603 Palm Beach Gardens, FL		33410
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 375-3006

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.001 per share	GEG	The Nasdaq Stock Market LLC (Nasdaq Global Select Market)
7.25% Notes due 2027	GEGGL	The Nasdaq Stock Market LLC (Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On November 12, 2025, Great Elm Group, Inc. issued the press release furnished as Exhibit 99.1 to this report.

The foregoing information (including the Exhibit 99.1 hereto) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
99.1		Press Release, dated November 12, 2025
104		The cover page from this Current Report on Form 8-K, formatted as inline XBRL

SIGNATURES

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

		GREAT ELM GROUP, INC.
Date: November 12, 2025		/s/ Keri A. Davis
		By: Keri A. Davis
		Title: Chief Financial Officer

FAQ

What did Great Elm Group (GEG) file?

GEG filed an 8-K that furnishes a press release under Item 2.02 (Results of Operations and Financial Condition).

What is included as an exhibit in the 8-K for GEG?

The filing includes Exhibit 99.1, a press release dated November 12, 2025.

Is the Item 2.02 information considered filed for GEG?

No. The 8-K states the information is furnished, not filed, and is not subject to Section 18 of the Exchange Act.

Which securities of GEG are listed on Nasdaq?

GEG’s common stock (ticker GEG) and 7.25% Notes due 2027 (ticker GEGGL) are listed on the Nasdaq Global Select Market.

Who signed the GEG 8-K?

The report was signed by Keri A. Davis, Chief Financial Officer.

What does furnished vs. filed mean in this GEG 8-K?

Furnished information is provided for disclosure but is not subject to certain liabilities (e.g., Section 18) and is incorporated by reference only if specifically stated.