23 unchanged sentences
Other Information.
+Added: (b) Trading Arrangements.
+Added: During the quarter ended March 31, 2024, none of our directors or officers (as defined in Exchange Act Rule 16a-1(f)) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
3 unchanged sentences
If we make any amendments to our Code of Conduct and Ethics that require disclosure under the rules of the Securities and Exchange Commission or the rules of the Nasdaq Global Select Market or grant any waivers to our directors or executive officers, we will disclose any such amendment and/or waiver on our website listed above.
−Removed: The remaining information required by this item is incorporated by reference to the definitive Proxy Statement for our 2023 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission no later than 120 days after March 31, 2023.
+Added: The remaining information required by this item is incorporated by reference to the sections titled “Board of Directors and Corporate Governance” and “Executive Officers” of the definitive Proxy Statement for our 2024 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission no later than 120 days after March 31, 2024.
Executive Compensation.
−Removed: The information required by this item is incorporated by reference to the definitive Proxy Statement for our 2023 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission no later than 120 days after March 31, 2023.
+Added: The information required by this item is incorporated by reference to the sections titled “Compensation Committee Interlocks and Insider Participation,” “Compensation Discussion and Analysis,” “Compensation Committee Report,” and “Executive Compensation Tables” of the definitive Proxy Statement for our 2024 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission no later than 120 days after March 31, 2024.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
−Removed: The information regarding the beneficial ownership of our common stock required by this item is incorporated by reference to the definitive Proxy Statement for our 2023 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission no later than 120 days after March 31, 2023.
+Added: The information regarding the beneficial ownership of our common stock required by this item is incorporated by reference to the section titled “Beneficial Ownership of Securities” of the definitive Proxy Statement for our 2024 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission no later than 120 days after March 31, 2024.
Securities Authorized for Issuance under Equity Compensation Plans
10 unchanged sentences
Certain Relationships and Related Transactions, and Director Independence.
−Removed: The information required by this item is incorporated by reference to the definitive Proxy Statement for our 2023 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission no later than 120 days after March 31, 2023.
−Removed: Principal Accounting Fees and Services.
−Removed: The information required by this item is incorporated by reference to the definitive Proxy Statement for our 2023 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission no later than 120 days after March 31, 2023.
+Added: The information required by this item is incorporated by reference to the sections titled “Certain Relationships and Related Person Transactions” and “Director Independence” of the definitive Proxy Statement for our 2024 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission no later than 120 days after March 31, 2024.
+Added: Principal Accountant Fees and Services.
+Added: The information required by this item is incorporated by reference to the section titled “Independent Registered Public Accounting Firm” of the definitive Proxy Statement for our 2024 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission no later than 120 days after March 31, 2024.
Exhibit and Financial Statement Schedules.
4 unchanged sentences
Consolidated Balance Sheets as of March 31, 202 4 and 202 3
−Removed: Consolidated Statements of Income (Los s) for the Years Ended March 31, 202 3 , 202 2 and 202 1
+Added: Consolidated Statements of Income (Loss) for the Years Ended March 31, 202 4 , 202 3 and 202 2
Consolidated Statements of Comprehensive Income (Loss) for the Years Ended March 31, 202 4 , 202 3 and 202 2
10 unchanged sentences
8-K 2.1 7/07/2021 001-39510
+Added: Transaction Agreement, dated February 7, 2024, by and among StepStone Group Inc., StepStone Group LP, StepStone Group Real Estate LP, Jeffrey Giller, solely in his capacity as a seller representative, and the seller parties signatory thereto.
+Added: 8-K 2.1 2/08/2024 001-39510
+Added: Transaction Agreement, dated February 7, 2024, by and among StepStone Group Inc., StepStone Group LP, StepStone Group Real Assets LP, James O’Leary, solely in his capacity as a seller representative, and the seller parties signatory thereto.
+Added: 8-K 2.2 2/08/2024 001-39510
+Added: Transaction Agreement, dated February 7, 2024, by and among StepStone Group Inc., StepStone Group LP, StepStone Europe Limited, Swiss Capital Alternative Investments AG, Marcel Schindler, solely in his capacity as a seller representative, and SC Partner LP.
+Added: 8-K 2.3 2/08/2024 001-39510
Amended and Restated Certificate of Incorporation of StepStone Group Inc.
3 unchanged sentences
Description of Securities.
−Removed: 10-K 4.1 6/23/2021 001-39510
Ninth Amended and Restated Limited Partnership Agreement of StepStone Group LP, dated as of September 20, 2021, by and among StepStone Group Holdings LLC, as General Partner, and each of the other persons and entities parties thereto.
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8-K 10.5 9/20/2021 001-39510
−Removed: Conformed Credit Agreement dated as of September 20, 2021 as amended by Amendment No.
−Removed: 1 to Credit Agreement, dated as of April 19, 2023, by and among StepStone Group LP, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent and certain other lenders party thereto
+Added: Amended and Restated Credit Agreement, dated as of May 16, 2024, by and among StepStone Group LP, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and certain other lenders party thereto.
+Added: 8-K 10.1 5/17/2024 001-39510
Option Agreement, dated November 2, 2022.
8-K 10.1 11/03/2022 001-39510
+Added: Consulting Services Agreement, effective as of August 1, 2023, by and among StepStone Group Inc., StepStone Group LP, MMAR HNL, LLC and Monte Brem.
+Added: 10-Q 10.2 8/07/2023 001-39510
+Added: StepStone Group Inc.
+Added: 2023 Employee Stock Purchase Plan.
+Added: S-8 99.3 9/18/2023 333-274556
+Added: StepStone Group Inc.
+Added: Insider Trading Policy.
List of Subsidiaries.
4 unchanged sentences
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: StepStone Group Inc.
+Added: Clawback Policy.
101 The following financial information in Part II, Item 8, “Financial Statements and Supplementary Data” from our Annual Report on Form 10-K for the year ended March 31, 2024 formatted in Inline XBRL (Extensible Business Reporting Language):
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and (vi) Notes to Consolidated Financial Statements.
−Removed: 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) X
+Added: 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
† Indicates a management contract or compensatory plan or arrangement.
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STEPSTONE GROUP INC.
−Removed: /s/ Johnny D.
Chief Financial Officer
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Hart Chief Executive Officer and Director (Principal Executive Officer)
−Removed: /s/ Johnny D.
−Removed: Randel Chief Financial Officer (Principal Financial Officer)
−Removed: Park Chief Accounting Officer (Principal Accounting Officer)
+Added: Park Chief Financial Officer (Principal Financial Officer)
+Added: /s/ Anthony Keathley Chief Accounting Officer (Principal Accounting Officer)
+Added: Anthony Keathley
/s/ Monte Brem Chairman of the Board of Directors
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.