StepStone (STEP) Insider Transfer: Keck Moves Units to Family Trust, Keeps Voting Rights

Rhea-AI Filing Summary

Thomas Keck, a director of StepStone Group Inc. (STEP), reported transfers on September 30, 2025. He transferred 30,623 Class B Units of StepStone Group LP together with an equal number of Class B common shares to an entity owned entirely by a trust established for the benefit of his immediate family. The Form 4 states Keck retained the exclusive right to exercise or direct voting control over the transferred interests but disclaims beneficial ownership of them. The filing shows resulting holdings including 2,520,501 Class B Common Stock beneficially owned by a trust, 30,623 Class B Common Stock indirectly owned via Croft & Company LLC, and 1,645,374 Class B Common Stock indirectly owned via Cresta Capital, LLC. The transactions were reported by an attorney-in-fact on October 1, 2025.

Positive

• Transfer to a trust for immediate family was disclosed, showing transparency about estate-planning related reallocations
• Complete Section 16 disclosure including transaction details and resulting beneficial ownership balances

Negative

• Retained exclusive voting control while disclaiming beneficial ownership could raise governance transparency concerns for some investors
• No cash consideration reported ($0), indicating these were not arm's-length market transactions that would provide price discovery

Insights

Corporate Governance Expert

TL;DR: Transfer to a family trust while retaining voting control raises governance transparency questions.

The filing shows a common estate-planning move: economic interests moved to a trust while voting authority was retained by the reporting person. This split between economic ownership and voting control is expressly disclosed: the reporter "is required to retain the exclusive right to exercise or direct the exercise of voting control" yet "disclaims all beneficial ownership" of the transferred interests. For investors, the key governance implication is that voting power remains aligned with the director despite the transfer of economic interests, which could affect vote outcomes without corresponding economic exposure. The disclosure is clear and complies with Section 16 reporting requirements; however, stakeholders may seek further clarity on any third-party agreements governing voting direction.

Securities Analyst

TL;DR: The reported transactions are internal reallocations, not open-market sales or purchases.

The transactions consist of transfers of 30,623 Class B Units and matching Class B common shares to an entity owned by an immediate-family trust, and related exchanges showing Class A and Class B holdings across trust and affiliated entities. No cash consideration was reported (price $0). Post-transaction beneficial ownership balances are disclosed: 2,520,501 Class B Common Stock by a trust, 30,623 Class B Common Stock via Croft & Company LLC, and 1,645,374 Class B Common Stock via Cresta Capital, LLC. Because these are transfers among related parties with retained voting control, they are unlikely to change economic exposure to the issuer or signal open-market liquidity events.

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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Keck Thomas

(Last) (First) (Middle)

C/O STEPSTONE GROUP INC.

277 PARK AVENUE, 45TH FLOOR

(Street)

NEW YORK NY 10172

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
StepStone Group Inc. [ STEP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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

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

X	Form filed by One Reporting Person
	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
Class B Common Stock	09/30/2025		G(1)		30,623	D(1)	$0	2,520,501	I	By Trust
Class B Common Stock	09/30/2025		G(1)		30,623	A(1)	$0	30,623	I	By Croft & Company LLC
Class A Common Stock								13,966	D
Class A Common Stock								100,750	I	By Trust
Class B Common Stock								1,645,374	I	By Cresta Capital, LLC

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
Class B Units	(2)	09/30/2025		G(1)			30,623(1)	(2)	(2)	Class A Common Stock	30,623	(1)	2,520,501	I	By Trust
Class B Units	(2)	09/30/2025		G(1)		30,623(1)		(2)	(2)	Class A Common Stock	30,623	(1)	30,623	I	By Croft & Company LLC
Class B Units	(2)							(2)	(2)	Class A Common Stock	1,645,374		1,645,374	I	By Cresta Capital, LLC

Explanation of Responses:

1. On September 30, 2025, the Reporting Person transferred 30,623 Class B Units of Stepstone Group LP, together with an equal number of shares of Class B Common Stock (collectively, the "Transferred Interest") to an entity (the "Transferee Entity") owned entirely by a trust established for the benefit of Reporting Person's immediate family (such transaction, the "Transfer"). Pursuant to the terms of the Transfer, the Reporting Person is required to retain the exclusive right to exercise or direct the exercise of voting control in respect of the Transferred Interests. Notwithstanding the foregoing, the Reporting Person disclaims all beneficial ownership of the Transferred Interests.

2. Class B Units of StepStone Group LP are exchangeable, on a one-for-one basis, for shares of Class A Common Stock of the Issuer. Upon exchange of a Class B Unit, the corresponding share of Class B Common Stock of the Issuer will be automatically redeemed and cancelled.

Remarks:

	/s/ Jennifer Ishiguro, Attorney-in-fact for Thomas Keck	10/01/2025
	** 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 did Thomas Keck report on the Form 4 for STEP?

The Form 4 reports that on September 30, 2025 Thomas Keck transferred 30,623 Class B Units and an equal number of Class B common shares to an entity owned by a trust for his immediate family.

Did the filing show any sale or purchase price?

No. The reported price for the transfers is listed as $0, indicating internal transfers rather than open-market transactions.

Does Thomas Keck still control the transferred interests?

Yes. The filing states he is required to retain the exclusive right to exercise or direct the exercise of voting control over the transferred interests, while disclaiming beneficial ownership.

What are Keck's reported post-transaction holdings?

The filing discloses 2,520,501 Class B Common Stock30,623 Class B Common Stock via Croft & Company LLC, and 1,645,374 Class B Common Stock via Cresta Capital, LLC.

When was the Form 4 signed and filed?

The Form 4 signature block shows it was signed by an attorney-in-fact on October 1, 2025.