23 unchanged sentences
Other Information.
+Added: (a) Change in Control Severance Agreement.
+Added: On May 20, 2025, we entered into a Change in Control Severance Agreement with David Y.
+Added: Park, our Chief Financial Officer, pursuant to which Mr.
+Added: Park is eligible to receive the following severance benefits in the event his employment is terminated without “cause” or he resigns for “good reason” after we experience a “change in control” (each as defined in the Change in Control Severance Agreement):
+Added: (i) a lump sum cash severance payment equal to two times the sum of (A) Mr.
+Added: Park’s base salary and (B) his annual bonus earned for the preceding fiscal year (including any portion paid in cash and any portion granted as equity awards), (ii) 24 months of Company-paid group health plan continuation, and (iii) accelerated vesting of all unvested equity or equity-based awards, carried interest awards and awards under any incentive fee plan (with any performance-based vesting conditions determined in accordance with the applicable plan or award agreement).
+Added: The severance benefits are subject to Mr.
+Added: Park’s execution and non-revocation of a release of claims in favor of the Company.
+Added: The foregoing summary of the Change in Control Severance Agreement does not purport to be complete and is qualified in its entirety by reference to the complete terms of the Change in Control Severance Agreement filed as Exhibit 10.20 hereto, which is incorporated herein by reference.
(b) Trading Arrangements.
11 unchanged sentences
Securities Authorized for Issuance under Equity Compensation Plans
−Removed: The table set forth below provides information concerning the awards that may be issued under the LTIP as of March 31, 2024:
+Added: The table set forth below provides information concerning the awards that may be issued under the LTIP and ESPP as of March 31, 2025:
Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) (1)
4 unchanged sentences
_______________________________
−Removed: (1) Reflects the outstanding RSUs granted under the LTIP as of March 31, 2024.
−Removed: (2) The aggregate number of our shares available for future issuance under the LTIP will automatically increase on January 1st of each year beginning in 2021 and ending with a final increase on January 1, 2030, in an amount equal to 5% of the total number of shares of stock outstanding on December 31st of the preceding calendar year.
+Added: (1) Reflects the outstanding RSUs and PRSUs granted under the LTIP as of March 31, 2025.
+Added: (2) Includes 2,130,193 shares available for issuance under the ESPP as of March 31, 2025 and 28,103,332 shares available for issuance under the LTIP as of March 31, 2025.
+Added: The aggregate number of our shares available for future issuance under the LTIP automatically increases on January 1st of each year beginning in 2021 and ending with a final increase on January 1, 2030, in an amount equal to 5% of the total number of shares of stock outstanding on December 31st of the preceding calendar year.
The Board may provide that there will be no January 1st increase in the shares available for future issuance for any such year or that the increase in the shares available for future issuance for any such year will be a smaller number of shares than would otherwise occur under the automatic increase.
33 unchanged sentences
Description of Securities.
−Removed: 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.
+Added: Form of 5.52% Series A Senior Note due October 22, 2029 (included in Exhibit 10.18) .
8-K 4.1 10/23/2024 001-39510
−Removed: Tax Receivable Agreement (Exchanges), dated as of September 18, 2020, by and among StepStone Group Inc., StepStone Group LP, and each of the other persons and entities parties thereto.
+Added: Tenth Amended and Restated Limited Partnership Agreement of StepStone Group LP, dated as of May 31, 2024, by and among StepStone Group Holdings LLC, as General Partner, and each of the other persons and entities part y thereto.
8-K 10.1 5/31/2024 001-39510
−Removed: Tax Receivable Agreement (Reorganization), dated as of September 18, 2020, by and among StepStone Group Inc., StepStone Group LP, and each of the other persons and entities parties thereto.
+Added: Tax Receivable Agreement (Exchanges), dated as of September 18, 2020, by and among StepStone Group Inc., StepStone Group LP, and each of the other persons and entities party thereto.
8-K 10.2 9/18/2020 001-39510
+Added: Tax Receivable Agreement (Reorganization), dated as of September 18, 2020, by and among StepStone Group Inc., StepStone Group LP, and each of the other persons and entities part y thereto.
+Added: 8-K 10.3 9/18/2020 001-39510
Exchange Agreement, dated as of September 18, 2020, by and among the Company, the Partnership, and each of the other persons and entities party thereto.
8-K 10.4 9/18/2020 001-39510
−Removed: Amended and Restated Registration Rights Agreement, dated as of September 20, 2021, by and among the Company and the other persons and entities party thereto.
+Added: Second Amended & Restated Registration Rights Agreement, dated as of May 31, 2024, by and among the Company and the other persons and entities party thereto.
8-K 10.2 5/31/2024 001-39510
5 unchanged sentences
Form of Restricted Stock Unit Award Agreement under the 2020 Long-Term Incentive Plan.
+Added: Form of Restricted Stock Unit Award Agreement under the 2020 Long-Term Incentive Plan (for awards issued between February 2023 and February 2025).
10-Q 10.2 2/09/2023 001-39510
14 unchanged sentences
S-8 99.3 9/18/2023 333-274556
+Added: Class D Exchange Agreement, dated as of May 31, 2024, by and among the Company, the Partnership and the other persons and entities party thereto.
+Added: 8-K 10.3 5/31/2024 001-39510
+Added: Note Purchase Agreement, dated as of October 22, 2024, by StepStone Group LP and acknowledged and agreed to by the purchasers party thereto.
+Added: 8-K 10.1 10/23/2024 001-39510
+Added: StepStone Group LP Evergreen Fund Incentive Plan
+Added: Form of Award Agreement under the StepStone Group LP Evergreen Fund Incentive Plan.
+Added: Change in Control Severance Agreement, dated as of May 20, 2025, by and among the Company, the Partnership and David Y.
StepStone Group Inc.
8 unchanged sentences
Clawback Policy.
+Added: 10-K 97.1 5/24/2024 001-39510
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, 2025 formatted in Inline XBRL (Extensible Business Reporting Language):
7 unchanged sentences
† Indicates a management contract or compensatory plan or arrangement.
+Added: * Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
+Added: The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the U.S.
+Added: Securities and Exchange Commission.
+Added: Confidential information in this exhibit has been omitted.
Form 10-K Summary.
21 unchanged sentences
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.