StepStone Group Inc. — Director's Dealing 2024

Jun 4, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: StepStone Group Inc. (STEP)
CIK: 0001796022
Period of Report: 2024-06-01

Reporting Person: Ment Jason P (See remarks, See remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-06-01	Class B Common Stock	A	346842	$0.001	Acquired	1128249	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-06-01	Class B2 Units	$	C	346842	Disposed		Class A Common Stock (346842)	Direct
2024-06-01	Class B Units	$	C	346842	Acquired		Class A Common Stock (346842)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	84271	Direct

Footnotes

F1: Per the Issuer's Amended and Restated Certificate of Incorporation, upon vesting of the Class B2 Units of the Partnership into Class B Units of the Partnership, the Issuer shall issue a number of shares of Class B Common Stock registered in the name of the applicable holder equal to the number of Class B Units issued upon such vesting event, in exchange for payment in cash to the Issuer of the aggregate par value of the shares of Class B Common Stock so issued.

F2: The Class B2 Units vested 30% on June 1, 2021 and 5.83% on each quarterly anniversary thereafter, contingent upon the Reporting Person's continued service to the Issuer. Upon the final vesting date of the Class B2 Units on June 1, 2024, they automatically converted into Class B Units.

F3: Pursuant to an Exchange Agreement, the Class B Units of the Partnership are exchangeable, on a one-for-one basis, for shares of Class A Common Stock. Upon exchange of a Class B Unit, the corresponding share of Class B Common Stock will be automatically redeemed and cancelled.