Form 4/A for GEG Great Elm Group, Inc.

Accepted 2025-04-04 00:00:00 ET · period of report 2025-01-13 · accession 0000950170-25-051109 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
DAI	2025-04-04	2025-01-13	GEG	BC Advisors LLC	10%	J - Other	$1.81	-409.6K	3.83M	-10%	-$741.3K
DAI	2025-04-04	2025-01-13	GEG	BC Advisors LLC	10%	J - Other	—	0	6.69M	New	—

Purchase Sale Sale after option exercise All abbreviations

Every reported transaction

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Stock	2025-01-13	J	D	409,577	$1.81	3,833,591	I See Footnote	—	—	(F3) As general partner and investment manager of Northern Right QP, Northern Right Management may be deemed to be the beneficial owner of the securities held by Northern Right QP. As the investment manager of the Managed Accounts, Northern Right Management may also be deemed to be the beneficial owner of the securities held by such accounts. As the general partner of Northern Right Management, BC Advisors, LLC may be deemed to be the beneficial owner of the securities beneficially owned (or deemed beneficially owned) by Northern Right Management. (F4) Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein that may be beneficially owned by any of the other Reporting Persons, in each case, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity or person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. (F2) Northern Right QP beneficially owns and has the power to vote or to direct the vote of 1,869,901 shares of Common Stock. Managed accounts (the "Managed Accounts"), on behalf of certain investment advisory clients of Northern Right Capital Management, L.P. ("Northern Right Management"), beneficially own 1,963,690 shares of Common Stock.
2	Derivative	5.0% Convertible Senior PIK Note due 2030	2025-01-13	J	D	—	$100.00	6,692,270	I See Footnote	$3.47 · 2026-01-13 to 2030-02-26	176,376 Common Stock	(F3) As general partner and investment manager of Northern Right QP, Northern Right Management may be deemed to be the beneficial owner of the securities held by Northern Right QP. As the investment manager of the Managed Accounts, Northern Right Management may also be deemed to be the beneficial owner of the securities held by such accounts. As the general partner of Northern Right Management, BC Advisors, LLC may be deemed to be the beneficial owner of the securities beneficially owned (or deemed beneficially owned) by Northern Right Management. (F4) Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein that may be beneficially owned by any of the other Reporting Persons, in each case, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity or person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. (F2) Northern Right QP beneficially owns and has the power to vote or to direct the vote of 1,869,901 shares of Common Stock. Managed accounts (the "Managed Accounts"), on behalf of certain investment advisory clients of Northern Right Capital Management, L.P. ("Northern Right Management"), beneficially own 1,963,690 shares of Common Stock. (F6) On January 13, 2025, Northern Right QP entered into a letter agreement (the "Forbearance Agreement") with the Issuer, NRC LO and Matthew A. Drapkin, pursuant to which Northern Right QP irrevocably agreed to forbear from exercising its rights to convert the Notes (and any additional Notes issued pursuant to the Notes) into Common Stock until January 13, 2026.