Great Elm Group, Inc. 10-Q

Item 5. Other Information. During the quarter ended September 30, 2025 , no director or officer (as defined in Rule 16a-1(f) promulgated under the Exchange Act) of GEG adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" (as each term is defined in Item 408 of Regulation S-K). 31 Item 6. E xhibits. EXHIBIT INDEX All references are to filings by Great Elm Group, Inc. (the Registrant ) with the SEC under File No. 001-39832. Exhibit Number Description 3.1 Certificate of Incorporation of the Registrant, dated October 23, 2020 (incorporated by reference to Exhibit 3.1 to the Form 8-K filed on December 29, 2020) 3.2 Amended and Restated Bylaws of the Registrant, dated November 14, 2022 (incorporated by reference to Exhibit 3.1 to the Form 8-K filed on November 14, 2022) 10.1 Stock Purchase Agreement, dated July 31, 2025, by and among the Registrant and the purchasers named therein (incorporated by reference to the Exhibit 10.22 to the Form 10-K filed on September 2, 2025) 10.2 Profits Interest Agreement, dated July 31, 2025, by and among Great Elm Real Estate Ventures, LLC, the Registrant and the entities named therein (incorporated by reference to the Exhibit 10.23 to the Form 10-K filed on September 2, 2025) 10.3 Securities Purchase Agreement, dated August 27, 2025, between the Registrant and Woodstead Value Fund, L.P. (incorporated by reference to the Exhibit 10.24 to the Form 10-K filed on September 2, 2025) 10.4 Series A Warrant Agreement, dated August 27, 2025, between the Registrant and Woodstead Value Fund, L.P. (incorporated by reference to the Exhibit 10.25 to the Form 10-K filed on September 2, 2025) 10.5 Series B Warrant Agreement, dated August 27, 2025, between the Registrant and Woodstead Value Fund, L.P. (incorporated by reference to the Exhibit 10.26 to the Form 10-K filed on September 2, 2025) 31.1* Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2* Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1* Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 101 Materials from the registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, formatted in inline Extensible Business Reporting Language (XBRL): (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Stockholders’ Equity, (iv) Condensed Consolidated Statements of Cash Flows, and (v) related Notes to the Condensed Consolidated Financial Statements, tagged in detail (furnished herewith). 104 The cover page from the registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, formatted in inline XBRL (included as Exhibit 101). *Filed or furnished herewith. 32 SIGNAT URES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. GREAT ELM GROUP, INC. Date: November 12, 2025 /s/ Jason W. Reese Jason W. Reese Chief Executive Officer & Chairman Date: November 12, 2025 /s/ Keri A. Davis Keri A. Davis Chief Financial Officer & Chief Accounting Officer 33