Randall D. Smith - 27 Aug 2025 Form 3 Insider Report for Great Elm Group, Inc. (GEG)

Reporting relationship: 10%+ Owner
Issuer ticker: GEG
Reported as of: 27 Aug 2025
Net transaction value: $0
SEC form: 3
Accepted by SEC: 08 Sep 2025, 21:00:04 UTC
Source filing: View source filing
Reporting owner signature: /s/ Randall D. Smith

Key filing fact

Randall D. Smith filed Form 3 for Great Elm Group, Inc. (GEG) on 08 Sep 2025.

Key facts

This page summarizes Randall D. Smith's Form 3 filing for Great Elm Group, Inc. (GEG).
0 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 08 Sep 2025, 21:00.

Change

No earlier filing in this sequence is available for direct comparison.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reporting Owners (1)

CIK 0001016345 Primary reporting owner

SMITH RANDALL D

Relationship: 10%+ Owner
Address: C/O WOODSTEAD VALUE FUND, L.P., 500 FRANK W BURR BLVD SUITE 720, TEANECK
Signature: /s/ Randall D. Smith
Signature date: 08 Sep 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

GEG holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 4,875,942
Date: 27 Aug 2025
Ownership: By Woodstead Value Fund, L.P.
Footnotes: F1, F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

GEG holding Derivative

Warrant (Right to Buy)

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 27 Aug 2025
Ownership: By Woodstead Value Fund, L.P.
Underlying class: Common Stock
Underlying amount: 1,000,000
Exercise price: $3.50
Footnotes: F1, F3

GEG holding Derivative

Warrant (Right to Buy)

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 27 Aug 2025
Ownership: By Woodstead Value Fund, L.P.
Underlying class: Common Stock
Underlying amount: 1,000,000
Exercise price: $5.00
Footnotes: F1, F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

The securities are held by Woodstead Value Fund, L.P. ("WVF"). The Reporting Person is the beneficial owner of 100% of the interests in WVF, and shares voting and dispositive power over and may be deemed to beneficially own such shares held by WVF. The Reporting Person disclaims beneficial ownership over any securities owned by WVF other than to the extent of any pecuniary interest he may have therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Footnote F2

Includes 4,000,000 shares of the Issuer's common stock, par value $0.001 (the "Common Stock"), acquired by WVF from the Issuer at a purchase price of $2.25 per share for an aggregate purchase price of $9,000,000 in a private placement transaction pursuant to a Securities Purchase Agreement, dated August 27, 2025 (the "SPA").

Footnote F3

Pursuant to the SPA, WVF acquired a warrant to purchase up to 1,000,000 shares of Common Stock, with an exercise price of $3.50 per share (the "Series A Warrant"). The Series A Warrant may be exercised on or after the one-year anniversary from the original issuance date, which is August 27, 2026 (the "Series A Warrant Exercisability Date"). The Series A Warrant expires on the tenth anniversary of the Series A Warrant Exercisability Date, which is August 27, 2036.

Footnote F4

Pursuant to the SPA, WVF acquired a warrant to purchase up to 1,000,000 shares of Common Stock, with an exercise price of $5.00 per share (the "Series B Warrant"). The Series B Warrant may be exercised on or after the three-year anniversary from the original issuance date, which is August 27, 2028 (the "Series B Warrant Exercisability Date"). The Series B Warrant expires on the tenth anniversary of the Series B Warrant Exercisability Date, which is August 27, 2038.