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.
Great Elm Group, Inc. filings document an alternative asset manager's operating results, securities, governance and capital actions. Form 8-K reports furnish earnings releases and material events covering AUM, fee revenue, investment valuations, real estate activity, stock repurchase authorization, common stock and the company's 7.25% Notes due 2027.
The filing record also includes proxy materials for the annual stockholders' meeting, shareholder voting procedures and board matters. Material-event filings describe director changes, securities purchase agreements, private placements, registration-rights covenants and other capital-structure disclosures tied to Great Elm's asset management and real estate platforms.
Great Elm Group, Inc. filed a Form 4 reporting changes in beneficial ownership of Great Elm Capital Corp. (ticker: GECC) stock held directly by the reporting entity, which is identified as a Director. On 09/19/2025 Great Elm Group reported a disposition of 16,612 shares and, on 09/20/2025, a disposition of 63,189 shares. Both transactions are coded J(1) and show a price of $0, reflecting delivery of shares as compensation to employees upon vesting of awards. Share totals after each transaction are reported as 1,421,467 and 1,358,278 shares, respectively. The form is signed by an attorney-in-fact on 09/23/2025.
Great Elm Group, Inc. director and Chief Executive Officer Jason W. Reese was awarded 183,823 restricted shares of Common Stock on September 20, 2025. Twenty-five percent of the award vested immediately on the grant date, with the remaining 75% vesting in three equal annual installments on September 20 of 2026, 2027 and 2028. Mr. Reese serves as portfolio manager to Long Ball Partners, LLC and is Chairman & CEO of Imperial Capital Asset Management, LLC, which together with Long Ball and Imperial Capital Group Holdings II, LLC hold a total of 6,379,646 shares of Common Stock (5,009,662; 909,084; and 460,900 shares respectively). The Form 4 reports Mr. Reeses direct beneficial ownership following the grant as 1,176,942 shares. Each reporting person disclaims beneficial ownership except to the extent of pecuniary interest. The award was reported as having a price of $0.00.
Great Elm Group Schedule 13D/A amendment describes ownership and a forbearance agreement affecting convertible notes. Reporting persons include Imperial Capital Asset Management (ICAM), Long Ball Partners, Imperial Capital Group Holdings II and CEO Jason Reese, who together report significant stakes in the issuer.
Long Ball holds $8,333,667 of 5.0% Convertible Senior PIK Notes due 2030 that, if not forborne, would convert into 2,400,111 shares. Long Ball agreed to forbear from converting those notes until November 10, 2026, so those shares are excluded from current beneficial ownership calculations. Ownership disclosures are based on 32,996,787 shares outstanding; Jason Reese beneficially owns 7,372,765 shares (22.3%), ICAM 5,918,746 (17.9%), Long Ball 5,009,662 (15.2%), and ICGH2 460,900 (1.4%).
Smith Booker, a director of Great Elm Group, Inc. (GEG), was granted a total of 17,070 restricted shares on 09/08/2025. The Form 4 shows two awards of 8,535 shares each, reported as acquisitions at a price of $0 and held in direct ownership.
One award vests in equal monthly installments at the end of each month from September 30, 2025 through December 31, 2025, contingent on continued board service. The second award vests in two equal installments on September 30, 2025 and December 31, 2025, also contingent on continued board service. The form was signed by attorney-in-fact Adam M. Kleinman on 09/09/2025.
Great Elm Group director Nathan Lloyd was awarded 10,220 shares of restricted common stock on 09/08/2025. The award vests in two equal installments contingent on continued board service: one on 09/30/2025 and one on 12/31/2025. The shares were issued at no cash price and increase Mr. Lloyd's beneficial ownership to 22,817 shares following the grant. The filing is a standard Section 16 disclosure reporting a non-cash equity award to an insider that vests over two quarterly dates.
Randall D. Smith reported indirect ownership of 4,875,942 shares of Great Elm Group, Inc. through Woodstead Value Fund, L.P., stemming from a private placement dated 08/27/2025. WVF purchased 4,000,000 shares at $2.25 per share for $9,000,000. In addition, WVF holds two warrants each to buy 1,000,000 shares: a Series A Warrant exercisable on or after 08/27/2026 at $3.50 (expiring 08/27/2036) and a Series B Warrant exercisable on or after 08/27/2028 at $5.00 (expiring 08/27/2038). The reporting person is identified as a director and filed the Form 3 on 09/08/2025.
Great Elm Group, Inc. director Smith Booker filed an initial Form 3 ownership report indicating that no securities of the company are beneficially owned. The filing confirms Booker’s status as a director and notes that there are no non-derivative or derivative Great Elm Group securities reported as held, either directly or indirectly.
Woodstead Value Fund, L.P. and Randall D. Smith report beneficial ownership of 4,875,942 shares of Great Elm Group, Inc., representing 14.4% of the outstanding common stock. The reporting persons acquired 4,000,000 shares under a Securities Purchase Agreement at $2.25 per share and hold additional previously owned shares, for an aggregate holding used for investment purposes.
The purchase included two warrants: a Series A Warrant for 1,000,000 shares exercisable at $3.50 and a Series B Warrant for 1,000,000 shares exercisable at $5.00, each with ten-year terms following their respective exercisability dates. Under the agreement WVF received the right to designate a director to the company's board and the issuer agreed to seek registration for resale of certain shares and warrant shares.
Great Elm Group, Inc. filed a Form 8-K to report that on September 2, 2025 it issued a press release about its results of operations and financial condition. The company furnished this press release as Exhibit 99.1, stating that it is provided under the Exchange Act but is not deemed filed for liability purposes unless specifically incorporated by reference. The filing also lists the company’s common stock and 7.25% notes due 2027 as being registered on the Nasdaq Global Select Market.
Great Elm Group, Inc. (GEG) 10-K discloses a range of operational and financial items and emphasizes numerous risk factors that could affect liquidity, capital access and shareholder value. The filing lists key risks such as market and credit conditions, debt covenant breaches, funding constraints, regulatory limits on investments, potential dilution from future equity or preferred issuances, and cybersecurity and catastrophic-event exposures. The company describes governance controls including an IT Committee with over 50 years of combined experience and use of third-party cybersecurity consultants. Material financing items include convertible notes totaling millions of dollars issued to related parties convertible into millions of shares with specified conversion restrictions, share repurchases in 2024 and 2025 that produced realized gains, shares authorized and outstanding figures, outstanding awards under the 2016 LTIP, unrecognized tax benefits, and the companys evaluation of recently issued FASB ASUs.