Form 4: StepStone Co-COO Converts Units to Class A Stock

StepStone Group Inc.'s Co-Chief Operating Officer, Jose A. Fernandez, converted 200,000 Class B Units into Class A Common Stock, simplifying his ownership structure.

Summary

• Jose A. Fernandez, Co-Chief Operating Officer and Director of StepStone Group Inc. (STEP), completed an exchange of securities on September 30, 2025.
• He exchanged 200,000 Class B Units of StepStone Group LP for 200,000 shares of Class A Common Stock of StepStone Group Inc.
• In connection with this exchange, 200,000 shares of Class B Common Stock were automatically redeemed and cancelled at a nominal price of $0.001 per share.
• The transaction was made pursuant to a contract, instruction, or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
• Following the transaction, Mr. Fernandez beneficially owns a total of 222,886 shares of Class A Common Stock (211,210 indirectly by Trust and 11,676 directly).
• He also beneficially owns 4,822,101 shares of Class B Common Stock (3,216,601 indirectly by Trust and 1,605,500 indirectly by Santaluz Capital Partners, LLC).
• Additionally, he beneficially owns 4,822,101 Class B Units of StepStone Group LP (3,216,601 indirectly by Trust and 1,605,500 indirectly by Santaluz Capital Partners, LLC).

Sentiment

Score: 5

Explanation: The filing reports a routine insider conversion of partnership units to common stock, which is a neutral event for the company's operational performance and does not indicate a change in fundamental outlook.

Positives

• The conversion of Class B Units to Class A Common Stock simplifies the ownership structure for the insider.
• Increased beneficial ownership of publicly traded Class A Common Stock, which typically offers greater liquidity compared to Class B Units or Class B Common Stock.

Negatives

• No direct negative impacts on the company's operations or financial health are indicated by this routine insider transaction.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

This transaction represents a routine insider conversion of partnership units into common stock, a common occurrence for companies that initially went public with a complex Up-C or similar partnership structure. It aligns with typical practices for executives to convert less liquid partnership interests into more liquid publicly traded shares.

Related Party Transactions

• Jose A. Fernandez, a Director and Co-Chief Operating Officer, engaged in an exchange of securities with the issuer, which constitutes a related party transaction.

Stakeholder Impact

• Shareholders: The transaction is a structural change for an insider's holdings and is unlikely to have a significant direct impact on other shareholders or the market price.
• Employees, Customers, Suppliers, Creditors: No direct impact on these stakeholders is indicated by this filing.

Key Dates

Recommendation

The Form 4 details a pre-planned, non-discretionary conversion of partnership units into Class A common stock by a Co-Chief Operating Officer. This is a routine insider transaction that does not reflect a change in the company's fundamentals or strategic direction, thus warranting a 'hold' recommendation as it provides no new information to alter an investment thesis.

Keywords

StepStone Group, STEP, Form 4, insider transaction, stock conversion, Class A Common Stock, Class B Units, Jose A. Fernandez, beneficial ownership