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Great Elm Group Inc SEC Filings

GEG NASDAQ

Welcome to our dedicated page for Great Elm Group SEC filings (Ticker: GEG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The SEC filings page for Great Elm Group, Inc. (NASDAQ: GEG) brings together the company’s regulatory disclosures, allowing investors to review how this alternative asset manager reports on its credit and industrial real estate activities. Great Elm Group files annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and proxy materials such as the definitive proxy statement on Schedule 14A.

Through these filings, readers can examine financial statements, management discussion and analysis, and risk disclosures related to Great Elm Group’s role as manager of Great Elm Capital Corp. (GECC) and Monomoy Properties REIT, LLC. Form 8-K filings highlight material events, including earnings releases, strategic partnerships, securities purchase agreements, and changes in the Board of Directors. For example, 8-K reports describe capital investments by Kennedy Lewis Investment Management LLC and Woodstead Value Fund, L.P., as well as the formation of Great Elm Real Estate Ventures, LLC and financing arrangements for Monomoy REIT.

The company’s proxy statement (DEF 14A) provides detail on corporate governance, director elections, executive compensation, and long-term incentive compensation plans. It also explains how stockholders can vote, attend virtual annual meetings, and access proxy materials. These documents help investors understand the governance framework that oversees Great Elm Group’s alternative asset management platform.

On this page, users can also access information about registered debt securities, including the 7.25% Notes due 2027 (trading under the symbol GEGGL), as referenced in multiple Form 8-K filings. For those tracking insider and board-related developments, filings include disclosures about director appointments, retirements, and related compensation arrangements.

Stock Titan enhances these filings with AI-powered summaries that highlight key points from lengthy 10-K, 10-Q, 8-K, and proxy documents. Real-time updates from the SEC’s EDGAR system ensure that new filings for GEG and its listed notes appear promptly, while AI-generated overviews help readers quickly identify important financial, governance, and transaction-related information without manually parsing every page.

Rhea-AI Summary

Great Elm Group, Inc. is using a shelf registration to register up to 2,000,000 shares of common stock issuable upon exercise of outstanding warrants and up to 7,353,885 shares of common stock for resale by existing stockholders. The resale portion covers shares previously issued in private placements and shares issuable on warrant exercise. Great Elm will not sell any shares for its own account under this prospectus and will not receive proceeds from resale by the selling stockholders. It may receive up to approximately $8.5 million in cash if all registered warrants are exercised, which it currently plans to use for general corporate purposes. As of November 6, 2025, the company had 33,029,368 shares of common stock outstanding.

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Great Elm Group, Inc. is providing recast segment financial information from its 2025 annual report to reflect a new segment structure adopted in the first quarter of fiscal 2026.

After forming Great Elm Real Estate Ventures, LLC, the company realigned how management evaluates the business and now reports two segments, Alternative Credit and Real Estate. Prior-period results have been retrospectively recast by segment so they align with this new structure and help readers compare performance over time.

The recast portions of the 2025 Form 10‑K, including business description, management’s discussion and analysis, and financial statements, are provided in Exhibit 99.1. This update is for informational purposes only and does not amend or restate the audited financial statements, nor does it reflect any events or changes after the original 2025 Form 10‑K filing.

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Great Elm Group (GEG) insider Jason Reese reported a Form 4 showing an exempt gift of 100,000 shares of Common Stock on 11/11/2025 (transaction code G) at $0.00.

After the transaction, Mr. Reese directly owned 1,076,942 shares. Separately, 6,379,646 shares were reported as indirectly beneficially owned through Long Ball Partners, LLC, Imperial Capital Asset Management, LLC, and Imperial Capital Group Holdings II, LLC, with beneficial ownership disclaimed except to any pecuniary interest.

Mr. Reese is the Issuer’s Chairman and Chief Executive Officer, and is also listed as a Director and 10% Owner.

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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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Great Elm Group (GEG) reported quarterly revenue of $10.8 million, up from $4.0 million a year ago, driven mainly by $7.4 million of real estate property sales and growing project management fees. Despite higher revenue, the company posted an operating loss of $3.7 million and a net loss attributable to stockholders of $7.0 million (vs. income of $2.6 million last year), reflecting lower investment gains and higher costs.

Cash and cash equivalents rose to $53.5 million from $30.6 million, supported by $11.9 million of common stock issuance proceeds and a $7.0 million property sale. Long‑term debt remained at $26.9 million of 7.25% notes due 2027; convertible notes outstanding were $35.1 million at a 5.0% rate. The quarter included private placements: 1,353,885 shares for $2.9 million and 4,000,000 shares for $9.0 million, plus warrants valued at $0.7 million. GEG realigned reporting into two segments: Alternative Credit and Real Estate.

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Great Elm Group (GEG) filed Amendment No. 1 to its 2025 proxy to update expected board committee assignments if nominees are elected. David Schwartz is expected to join the Audit Committee instead of the Compensation Committee, and Booker Smith is expected to join the Compensation Committee instead of the Audit Committee. All other expected committee compositions remain unchanged.

Stockholders will vote on four proposals at the virtual Annual Meeting on December 5, 2025: elect eight directors, ratify Deloitte as auditor, an advisory say‑on‑pay, and approve the 2025 Long‑Term Incentive Compensation Plan authorizing up to 5,000,000 shares (aggregate value $12.1 million at $2.42 per share as of the record date). Shares outstanding were 33,348,987 as of October 10, 2025.

The board recommends voting FOR all nominees and FOR Proposals 2, 3, and 4. The meeting will be held online at www.virtualshareholdermeeting.com/GEG2025AM.

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Great Elm Group (GEG) reported a planned board transition. Director James H. Hugar will retire and not stand for re-election at the Company’s 2025 annual meeting of stockholders. He will continue to serve as a director until the date of that meeting.

The Company stated that Mr. Hugar’s decision is not due to any disagreement regarding operations, policies, or procedures. Chairman and CEO Jason Reese thanked Mr. Hugar for his accounting expertise and contributions as Great Elm transitioned to a focused alternative asset manager.

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Great Elm Group (GEG) set its 2025 Annual Stockholders’ Meeting for December 5, 2025 at 8:30 a.m. EST, to be held virtually. Stockholders of record at the close of business on October 10, 2025 can attend and vote.

Four items are on the ballot: elect eight directors (with James H. Hugar retiring), ratify Deloitte as independent auditor, an advisory “say‑on‑pay” vote, and approval of the 2025 Long‑Term Incentive Compensation Plan. The equity plan would authorize up to 5,000,000 shares for future awards, replacing the 2016 plan for new grants after approval. Based on the $2.42 closing price on the record date, the board cites an aggregate market value of about $12.1 million for the requested shares. The board recommends voting FOR all proposals.

Auditor context: the audit committee appointed Deloitte for the fiscal year ended June 30, 2025 following Grant Thornton’s dismissal in September 2024; the company reports no disagreements or reportable events. Audit fees were $576,000 for 2025 (Deloitte) and $568,000 for 2024 (Grant Thornton). Shares outstanding were 33,348,987 as of the record date.

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Woodstead Value Fund L.P. disclosed ownership of 4,875,942 shares of Great Elm Group, Inc. (GEG), consisting of 4,000,000 shares purchased in a private placement at $2.25 per share for an aggregate $9,000,000, plus 875,942 additional shares and warrants. The filing shows two warrants: a Series A warrant for 1,000,000 shares at an exercise price of $3.50 exercisable on or after 08/27/2026 (expires 08/27/2036), and a Series B warrant for 1,000,000 shares at an exercise price of $5.00 exercisable on or after 08/27/2028 (expires 08/27/2038). Randall D. Smith is identified as the 100% interest holder in Woodstead, which holds voting and dispositive power over the reported securities. This Form 3/A amends an earlier filing to add Woodstead as a reporting person.

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FAQ

What is the current stock price of Great Elm Group (GEG)?

The current stock price of Great Elm Group (GEG) is $2.08 as of February 20, 2026.

What is the market cap of Great Elm Group (GEG)?

The market cap of Great Elm Group (GEG) is approximately 68.1M.

GEG Rankings

GEG Stock Data

68.11M
22.47M
Asset Management
Services-prepackaged Software
Link
United States
PALM BEACH GARDENS

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