[Form 4] Great Elm Group, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Nathan Lloyd, a director of Great Elm Group, Inc. (GEG), was awarded 12,597 shares of restricted common stock in a transaction dated 08/08/2025. The grant is recorded as a $0 acquisition and is reported as a non-derivative transaction. The restricted shares vest in equal monthly installments at the end of each month beginning Aug 31, 2025 and concluding Dec 31, 2025, and vesting is contingent upon continued service as a member of the board. Following the reported award, the filing shows 12,597 shares beneficially owned in a direct form.

Positive

• Nathan Lloyd was awarded 12,597 restricted shares of Great Elm Group common stock, as explicitly reported in the Form 4.
• The award is recorded as a non-derivative acquisition at $0, showing a direct equity grant rather than an option or derivative.

Negative

• The 12,597 shares vest monthly from Aug 31 through Dec 31, 2025 and are contingent on continued service, limiting immediate ownership transferability or liquidity.

Insights

Corporate Governance Expert

TL;DR: Director granted restricted shares vesting monthly through Dec 2025; routine compensation with limited immediate governance impact.

The Form 4 records a standard director compensation grant of 12,597 restricted common shares to Nathan Lloyd, executed on 08/08/2025. The award is non-derivative, priced at $0, and vests in five equal monthly installments from August through December 2025, contingent on continued board service. This creates prospective ownership aligned with service retention but does not indicate immediate liquidity or transferability. Based solely on this filing, the development appears routine for board compensation and is not, by itself, a material governance event.

Securities Analyst

TL;DR: Insider acquisition recorded as a restricted stock grant; creates potential future equity but no current cash transaction or derivative exposure.

The reported transaction is an award of 12,597 shares of common stock, shown as a non-derivative acquisition at a $0 price. Vesting occurs monthly from Aug 31 to Dec 31, 2025, contingent on continued service. The filing lists 12,597 shares beneficially owned following the award in direct form. There are no derivative securities or exercise prices reported. From a securities perspective, this is a routine compensation-related issuance and does not reflect secondary market trading or option exercise activity.

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
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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^*

Nathan Lloyd

(Last) (First) (Middle)

3801 PGA BOULEVARD

SUITE 603

(Street)

PALM BEACH GARDENS FL 33410

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Great Elm Group, Inc. [ GEG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2025

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	08/08/2025		A		12,597	A	$0	12,597	D(1)

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 Reporting Person was awarded 12,597 shares of restricted stock, which vest in equal monthly installments on the end of each month beginning on August 31, 2025 through December 31, 2025, contingent upon continued service as a member of the board of directors of Great Elm Group, Inc. ("GEG").

	/s/ Adam M. Kleinman, attorney-in-fact	08/11/2025
	** 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

What did Nathan Lloyd acquire in the GEG Form 4?

He was awarded 12,597 restricted shares of Great Elm Group, Inc. common stock.

When was the transaction recorded and what price was paid?

The transaction date is 08/08/2025 and the award is recorded at a price of $0.

How and when do the restricted shares vest?

They vest in equal monthly installments at the end of each month from Aug 31, 2025 through Dec 31, 2025, contingent on continued board service.

How many shares does Nathan Lloyd beneficially own after the reported transaction?

The filing shows 12,597 shares beneficially owned in direct form following the reported award.

Does the filing report any derivative security transactions for Nathan Lloyd?

No. The Form 4 reports a non-derivative common stock award and Table II shows no derivative securities.