Great Elm Group president awarded 40,104 shares

Restricted-stock vesting extends through September 20, 2029; the remaining options vest September 20, 2027, with both schedules contingent on continued employment.

Rhea-AI Filing Summary

Great Elm Group, Inc. President Adam M. Kleinman received awards on September 21, 2026, of 40,104 shares of restricted stock and options to purchase 40,000 common shares. One-quarter of the restricted stock vested on the grant date; the remainder will vest in equal annual installments on September 20 of each year through September 20, 2029, contingent on continued employment. Half of the options vested on the grant date, and the remainder will vest on September 20, 2027, also contingent on continued employment. The options have a $3.00 exercise price and expire September 20, 2031; his reported direct option position after the grant was 40,000 options. The report also records 17,367 common shares delivered or withheld for payment of exercise price or tax liability in a net share settlement connected with restricted-stock vesting, exempt under Rule 16b-3.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Kleinman Adam M

Role President

Type	Security	Shares	Price	Value
Grant/Award	Stock Options (right to buy) F3	40,000	$0.00	$0.00
Grant/Award	Common Stock F1	40,104	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock F2	17,367	$2.15	$37K

Holdings After Transaction: Stock Options (right to buy) — 40,000 contracts (Direct); Common Stock — 608,131 shares (Direct)

Footnotes (3)

1. F1. Mr. Kleinman was awarded 40,104 shares of restricted stock, one-quarter of which vested on the grant date, September 21, 2026, and the remainder of which vest in equal annual installments on September 20th of each year until September 20, 2029, contingent on continued employment by Great Elm Group, Inc.
2. F2. Reflects the net share settlement of awards of restricted stock in connection with vesting thereof that is exempt pursuant to Rule 16b-3.
3. F3. Mr. Kleinman was awarded options to purchase 40,000 shares of common stock of Great Elm Group, Inc., 50% of which vested on the grant date, September 21, 2026, and the remainder of which will vest on September 20, 2027, contingent on continued employment by Great Elm Group, Inc.

Key Figures

Restricted stock awarded: 40,104 shares Options awarded: 40,000 options Direct option position following transaction: 40,000 options +3 more

6 metrics

Restricted stock awarded 40,104 shares Awarded September 21, 2026

Options awarded 40,000 options Options to purchase common shares, awarded September 21, 2026

Direct option position following transaction 40,000 options Reported after the September 21, 2026 award

Exercise price $3.00 per share Options to purchase common stock

Shares delivered or withheld 17,367 common shares Net share settlement connected with restricted-stock vesting

Option expiration September 20, 2031 Options awarded September 21, 2026

Key Terms

restricted stock, net share settlement, Rule 16b-3, vesting, +1 more

5 terms

restricted stock financial

"40,104 shares of restricted stock"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

net share settlement financial

"net share settlement of awards of restricted stock"

Net share settlement is a way of paying for financial transactions using only the difference in shares rather than exchanging full amounts of stock or cash. It’s like settling a debt by giving someone the exact number of shares needed to balance the books, making trades quicker and simpler. This method helps reduce the number of shares changing hands, saving time and costs.

Rule 16b-3 regulatory

"exempt pursuant to Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

vesting financial

"contingent on continued employment"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

exercise price financial

"options to purchase 40,000 shares"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares of restricted stock did GEG President Adam M. Kleinman receive?

Adam M. Kleinman was awarded 40,104 shares of restricted stock on September 21, 2026. One-quarter vested on the grant date, and the remainder will vest in equal annual installments on September 20 of each year through September 20, 2029, contingent on continued employment by Great Elm Group, Inc.

What are the terms of Adam M. Kleinman's GEG stock options?

He was awarded options to purchase 40,000 common shares at a $3.00 exercise price, expiring September 20, 2031. Half vested on September 21, 2026, and the remainder will vest on September 20, 2027, contingent on continued employment by Great Elm Group, Inc.

Were Adam M. Kleinman's GEG transactions made under a Rule 10b5-1 plan?

No Rule 10b5-1 plan is reported.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/23/2026 - 04:26 PM Accepted by SEC EDGAR 09/23/2026 - 04:26 PM Learn about SEC filing dates

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^*

Kleinman Adam M

(Last) (First) (Middle)

C/O GREAT ELM GROUP, INC.

3801 PGA BOULEVARD, SUITE 603

(Street)

PALM BEACH GARDENS FLORIDA 33410

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/21/2026

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

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

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

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	09/21/2026		A		40,104(1)	A	$0	625,498	D
Common Stock	09/21/2026		F		17,367(2)	D	$2.15	608,131	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
Stock Options (right to buy)	$3	09/21/2026		A		40,000(3)		(3)	09/20/2031	Common Stock	40,000	$0	40,000	D

Explanation of Responses:

1. Mr. Kleinman was awarded 40,104 shares of restricted stock, one-quarter of which vested on the grant date, September 21, 2026, and the remainder of which vest in equal annual installments on September 20th of each year until September 20, 2029, contingent on continued employment by Great Elm Group, Inc.

2. Reflects the net share settlement of awards of restricted stock in connection with vesting thereof that is exempt pursuant to Rule 16b-3.

3. Mr. Kleinman was awarded options to purchase 40,000 shares of common stock of Great Elm Group, Inc., 50% of which vested on the grant date, September 21, 2026, and the remainder of which will vest on September 20, 2027, contingent on continued employment by Great Elm Group, Inc.

	/s/ Adam M. Kleinman	09/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)