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.
Reporting persons tied to Northern Right disclosed ownership of 6,058,509 shares of Great Elm Group, Inc. common stock, representing approximately 17.6% of outstanding shares as of August 29, 2025. That aggregate stake reflects direct holdings plus shares attributable through managed accounts and related entities and is calculated on a 34,419,416 share outstanding base that incorporates recent issuances through August 27, 2025.
The filing notes potential additional dilution from convertible PIK Notes that could issue up to 1,031,301 shares to certain Northern Right entities and 1,125,055 shares to managed accounts, and states that Northern Right parties have agreed to forbear converting PIK Notes until July 15, 2026. Matthew A. Drapkin beneficially owns 690,286 shares and received restricted stock awards with portions unvested within 60 days.
Great Elm Group, Inc. filed a Form D for a Regulation D private offering under Rule 506(b). The issuer, a Delaware corporation formed in 2020 with its principal place at 3801 PGA Boulevard, Suite 603, Palm Beach Gardens, FL, reported a total offering size of $9,000,000, which the filing shows as fully sold ($9,000,000 sold; $0 remaining). The offering included equity and options/warrants to acquire other securities. One investor is listed as having invested. Sales commissions were reported as $0, and finders' fees were $270,000. Imperial Capital, LLC is named in the filing as a broker/dealer. The offering is not part of a business combination, is not intended to last more than one year, and the minimum investment accepted was reported as $0. The Form D was signed by President Adam Kleinman on 2025-08-28.
Great Elm Group entered a securities purchase agreement under which Woodstead Value Fund bought 4,000,000 shares of common stock at $2.25 per share, providing gross proceeds of $9,000,000 in a private placement exempt from registration.
The investor also received a Series A warrant to buy 1,000,000 shares at $3.50 and a Series B warrant to buy 1,000,000 shares at $5.00, each with a ten-year term and limited anti-dilution adjustments, with the Series A warrants exercisable after one year and the Series B warrants after three years. Great Elm agreed to register the resale of the purchased securities and to appoint a purchaser-designated independent director, Booker Smith, to the board as long as the investor and affiliates hold at least 2,000,000 shares.
Great Elm Group, Inc. Schedule 13G/A reports that four related reporting persons — PC Elfun LLC, Pine Crest Capital LLC, Michael Hughes and Daniel J. Hopkins — together hold economic interests tied to convertible senior PIK notes of the issuer that can convert into common stock. PC Elfun LLC directly holds $11,393,685 of convertible notes convertible at $3.4722 per share, which would equal 3,281,402 shares (about 10.5%) if fully converted. However, a Letter Agreement caps conversion at 9.9%, limiting conversionable shares for these holders to 3,070,041, which the filing states represents 9.9% of the company’s common stock on the basis used in the filing. The filing discloses shared voting and dispositive power over those 3,070,041 shares and clarifies that the parties disclaim broader group beneficial-ownership admissions.
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.
This Form 3 is an initial Section 16 filing by Nathan Lloyd, reporting his relationship as a Director of Great Elm Group, Inc. (GEG). The form states that no securities are beneficially owned by the reporting person as of the transaction date 07/31/2025. The filing is signed by an attorney-in-fact, noting Exhibit 24 (power of attorney) and confirming that no classes of securities are reported.