Great Elm Group (GEG) awards 27,022 restricted shares to director Reese

Rhea-AI Filing Summary

Reese Jason W. reported acquisition or exercise transactions in this Form 4 filing.

Great Elm Group, Inc. director and officer Jason W. Reese reported an award of 27,022 shares of Common Stock on March 3, 2026. The restricted stock was granted at $0.0000 per share and vests in equal quarterly installments from March 31, 2026 through December 31, 2026, contingent on his continued service on the board of Great Elm Capital Corp.

The filing also reports indirect ownership of 6,379,646 shares of Common Stock as of March 3, 2026, consisting of 5,009,662 shares held by Long Ball Partners, LLC, 909,084 shares held by Imperial Capital Asset Management, LLC, and 460,900 shares held by Imperial Capital Group Holdings II, LLC. Mr. Reese has voting and dispositive power over these shares, while each party disclaims beneficial ownership except to the extent of its pecuniary interest.

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^*

Reese Jason W.

(Last) (First) (Middle)

C/O IMPERIAL CAPITAL ASSET MANAGEMENT

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

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

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

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

	Form filed by One Reporting Person
X	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, par value $0.01 per share ("Common Stock")								6,379,646	I	See Footnotes(1)(2)(3)
Common Stock	03/03/2026		A(4)		27,022	A	$0	1,103,964	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

1. Name and Address of Reporting Person^*

Reese Jason W.

(Last) (First) (Middle)

C/O IMPERIAL CAPITAL ASSET MANAGEMENT

3801 PGA BOULEVARD, SUITE 603

(Street)

PALM BEACH GARDENS FL 33410

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Imperial Capital Asset Management, LLC

(Last) (First) (Middle)

3801 PGA BLVD., SUITE 603

(Street)

PALM BEACH GARDENS FL 33410

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

LONG BALL PARTNERS LLC

(Last) (First) (Middle)

C/O IMPERIAL CAPITAL ASSET MANAGEMENT

3801 PGA BOULEVARD, SUITE 603

(Street)

PALM BEACH GARDENS FL 33410

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Imperial Capital Group Holdings II, LLC

(Last) (First) (Middle)

3801 PGA BOULEVARD, SUITE 603

(Street)

PALM BEACH GARDENS FL 33410

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. This Common Stock is held directly by Long Ball Partners, LLC ("Long Ball"), Imperial Capital Asset Management, LLC ("ICAM") and Imperial Capital Group Holdings II, LLC ("ICGH2"). Mr. Reese is portfolio manager to Long Ball and is Chairman and Chief Executive Officer of ICAM, which is the managing member of and investment manager to Long Ball. Mr. Reese is one of the owners of Imperial Capital Group Holdings, LLC, which is the managing member of ICGH2. Mr. Reese has voting and dispositive power over the shares of Common Stock held directly by each of Long Ball, ICAM and ICGH2.

2. Consists of 5,009,662 shares held directly by Long Ball, 909,084 shares held directly by ICAM, and 460,900 shares held directly by ICGH2.

3. Each of Mr. Reese, ICAM, Long Ball and ICGH2 disclaims beneficial ownership of the securities reported herein, except to the extent of that person's pecuniary interest.

4. The Reporting Person was awarded 27,022 shares of restricted stock of GEG, which vest in equal quarterly installments on the end of each quarter beginning on March 31, 2026 through December 31, 2026, contingent upon continued service as a member of the board of directors of Great Elm Capital Corp.

Remarks:

Mr. Reese is the Chairman and Chief Executive Officer of the Issuer.

	Jason Reese, By: /s/ Jason Reese	03/05/2026
	Long Ball Partners, LLC, By: Imperial Capital, Asset Management, LLC, its Managing Member, By: /s/ Jason Reese, Chairman & CEO	03/05/2026
	Imperial Capital Asset Management, LLC, By: /s/ Jason Reese, Chairman & CEO	03/05/2026
	Imperial Capital Group Holdings II, LLC, By: /s/ Jason Reese, its Authorized Signatory	03/05/2026
	** 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 insider transaction did Jason W. Reese report for Great Elm Group (GEG)?

Jason W. Reese reported an award of 27,022 shares of Great Elm Group Common Stock on March 3, 2026. The shares were granted as restricted stock at $0.0000 per share, reflecting an equity compensation grant rather than an open-market purchase.

How do the 27,022 restricted shares granted to Jason W. Reese vest at GEG?

The 27,022 restricted shares of Great Elm Group Common Stock vest in equal quarterly installments. Vesting occurs at the end of each quarter from March 31, 2026 through December 31, 2026, contingent on Mr. Reese’s continued service on the board of Great Elm Capital Corp.

What indirect Great Elm Group (GEG) shareholdings are associated with Jason W. Reese?

Indirectly associated holdings total 6,379,646 shares of Great Elm Group Common Stock. This consists of 5,009,662 shares held by Long Ball Partners, LLC, 909,084 shares by Imperial Capital Asset Management, LLC, and 460,900 shares by Imperial Capital Group Holdings II, LLC, as disclosed.

What is Jason W. Reese’s role regarding the indirectly held GEG shares?

Mr. Reese has voting and dispositive power over Great Elm Group shares held by Long Ball Partners, LLC, Imperial Capital Asset Management, LLC, and Imperial Capital Group Holdings II, LLC. Each party, including Mr. Reese, disclaims beneficial ownership except to the extent of its pecuniary interest in the securities.

Which entities hold the indirect Great Elm Group (GEG) shares and in what amounts?

The indirect Great Elm Group holdings are split among three entities: Long Ball Partners, LLC holds 5,009,662 shares, Imperial Capital Asset Management, LLC holds 909,084 shares, and Imperial Capital Group Holdings II, LLC holds 460,900 shares, as of the reported date.

Is the 27,022-share grant to Jason W. Reese a market purchase of GEG stock?

No, the 27,022-share position reflects a restricted stock award of Great Elm Group Common Stock at $0.0000 per share. It is described as a grant contingent on continued board service, rather than an open-market buy or sell transaction.