false 0001796022 0001796022 2024-05-13 2024-05-13

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 13, 2024

 

 

StepStone Group Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   001-39510   84-3868757

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

277 Park Avenue, 45th Floor

New York, NY 10172

(Address of Principal Executive Offices)

(212) 351-6100

(Registrant’s telephone number, including area code)

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 210.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading
Symbol(s)

  

Name of each exchange

on which registered

Class A Common Stock, par value $0.001 per share   STEP   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 5.07.

Submission of Matters to a Vote of Security Holders.

On May 13, 2024, StepStone Group Inc., a Delaware corporation (the “Company”) held a special meeting of stockholders for purposes of approving the issuance of shares of the Company’s Class A common stock, issuable pursuant to the terms of the Transaction Agreements, each dated February 7, 2024, between the Company and the other parties thereto, or related exchange agreement, in order to comply with NASDAQ Listing Rule 5635 (the “Nasdaq Proposal”). The results of the stockholder vote are set forth below.

Proposal 1 – The Nasdaq Proposal

The Company’s stockholders voted to approve the Nasdaq Proposal by the votes shown below.

 

FOR

  

AGAINST

  

ABSTAIN

  

BROKER NON-VOTES

281,589,365   8,057,642   4,800   0

SIGNATURES

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 hereunto duly authorized.

 

Dated: May 14, 2024   StepStone Group Inc.
    By:  

/s/ Jennifer Y. Ishiguro

      Jennifer Y. Ishiguro
      Chief Legal Officer & Secretary
v3.24.1.1.u2
Document and Entity Information
May 13, 2024
Cover [Abstract]  
Amendment Flag false
Entity Central Index Key 0001796022
Document Type 8-K
Document Period End Date May 13, 2024
Entity Registrant Name StepStone Group Inc.
Entity Incorporation State Country Code DE
Entity File Number 001-39510
Entity Tax Identification Number 84-3868757
Entity Address, Address Line One 277 Park Avenue
Entity Address, Address Line Two 45th Floor
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10172
City Area Code (212)
Local Phone Number 351-6100
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Class A Common Stock, par value $0.001 per share
Trading Symbol STEP
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
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