StepStone Group Inc
For the period ended Mar 31, 2025. Filed May 23, 2025.
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FY2025 · Filed May 23, 2025
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Item 15. Exhibit and Financial Statement Schedules
(a)The following documents are filed as part of this Form 10-K:
(1)Financial statements
| Index to Consolidated Financial Statements | Page |
|---|---|
| Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42) | 132 |
| Consolidated Balance Sheets as of March 31, 2025 and 2024 | 136 |
| Consolidated Statements of Income (Loss) for the Years Ended March 31, 2025, 2024 and 2023 | 138 |
| Consolidated Statements of Comprehensive Income (Loss) for the Years Ended March 31, 2025, 2024 and 2023 | 139 |
| Consolidated Statements of Stockholders’ Equity for the Years Ended March 31, 2025, 2024 and 2023 | 140 |
| Consolidated Statements of Cash Flows for the Years Ended March 31, 2025, 2024 and 2023 | 142 |
| Notes to Consolidated Financial Statements | 144 |
(2)Financial statement schedules
All financial statement schedules have been omitted because they are not applicable, not required or the information has been otherwise included in the consolidated financial statements or accompanying notes to the consolidated financial statements.
(3)Exhibits:
| Incorporated By Reference · Filed or Furnished Herewith | |||||
|---|---|---|---|---|---|
| Exhibit No. | Description of Exhibit | Form | Exhibit | Filing Date | File No. |
| 2.1 | Transaction Agreement, dated July 7, 2021, by and among, StepStone Group Inc., StepStone Group LP, certain wholly-owned subsidiaries of StepStone Group LP, the sellers party thereto, Greenspring Associates, Inc. and certain of its affiliates and Shareholder Representative Services LLC, as Seller Representative. | 8-K | 2.1 | 7/07/2021 | 001-39510 |
| 2.2 | Transaction Agreement, dated February 7, 2024, by and among StepStone Group Inc., StepStone Group LP, StepStone Group Real Estate LP, Jeffrey Giller, solely in his capacity as a seller representative, and the seller parties signatory thereto. | 8-K | 2.1 | 2/08/2024 | 001-39510 |
| 2.3 | Transaction Agreement, dated February 7, 2024, by and among StepStone Group Inc., StepStone Group LP, StepStone Group Real Assets LP, James O’Leary, solely in his capacity as a seller representative, and the seller parties signatory thereto. | 8-K | 2.2 | 2/08/2024 | 001-39510 |
| 2.4 | Transaction Agreement, dated February 7, 2024, by and among StepStone Group Inc., StepStone Group LP, StepStone Europe Limited, Swiss Capital Alternative Investments AG, Marcel Schindler, solely in his capacity as a seller representative, and SC Partner LP. | 8-K | 2.3 | 2/08/2024 | 001-39510 |
| 3.1 | Amended and Restated Certificate of Incorporation of StepStone Group Inc. | 8-K | 3.1 | 9/18/2020 | 001-39510 | |
| 3.2 | Amended and Restated Bylaws of StepStone Group Inc. | 10-Q | 3.2 | 2/09/2023 | 001-39510 | |
| 4.1 | Description of Securities. | X | ||||
| 4.2 | 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 | |
| 10.1 | 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 party thereto. | 8-K | 10.1 | 5/31/2024 | 001-39510 | |
| 10.2 | 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 | |
| 10.3 | 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 party thereto. | 8-K | 10.3 | 9/18/2020 | 001-39510 | |
| 10.4 | 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 | |
| 10.5 | 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 | |
| 10.6 | Amended and Restated Stockholders Agreement, dated as of September 20, 2021, by and among the Company, the Partnership and the other persons and entities party thereto. | 8-K | 10.2 | 9/20/2021 | 001-39510 | |
| 10.7† | StepStone Group Inc. 2020 Long-Term Incentive Plan. | 8-K | 10.7 | 9/18/2020 | 001-39510 | |
| 10.8† | Form of Restricted Stock Unit Award Agreement under the 2020 Long-Term Incentive Plan. | X | ||||
| 10.9† | 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 | |
| 10.10† | Form of Restricted Stock Unit Award Agreement under the 2020 Long-Term Incentive Plan (for awards issued prior to February 2023). | S-1 | 10.8 | 8/24/2020 | 333-248313 | |
| 10.11† | Form of Indemnification Agreement for directors and officers. | S-1 | 10.9 | 8/24/2020 | 333-248313 | |
| 10.12 | Class C Exchange Agreement, dated as of September 20, 2021, by and among the Company, the Partnership and the other persons and entities party thereto. | 8-K | 10.5 | 9/20/2021 | 001-39510 | |
| 10.13 | Amended and Restated Credit Agreement, dated as of May 16, 2024, by and among StepStone Group LP, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and certain other lenders party thereto. | 8-K | 10.1 | 5/17/2024 | 001-39510 | |
| 10.14 | Option Agreement, dated November 2, 2022. | 8-K | 10.1 | 11/03/2022 | 001-39510 | |
| 10.15† | Consulting Services Agreement, effective as of August 1, 2023, by and among StepStone Group Inc., StepStone Group LP, MMAR HNL, LLC and Monte Brem. | 10-Q | 10.2 | 8/07/2023 | 001-39510 | |
| 10.16† | StepStone Group Inc. 2023 Employee Stock Purchase Plan. | S-8 | 99.3 | 9/18/2023 | 333-274556 | |
| 10.17 | 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. | 8-K | 10.3 | 5/31/2024 | 001-39510 | |
| 10.18^ | Note Purchase Agreement, dated as of October 22, 2024, by StepStone Group LP and acknowledged and agreed to by the purchasers party thereto. | 8-K | 10.1 | 10/23/2024 | 001-39510 | |
| 10.19† | StepStone Group LP Evergreen Fund Incentive Plan | X | ||||
| 10.20† | Form of Award Agreement under the StepStone Group LP Evergreen Fund Incentive Plan. | X | ||||
| 10.21† | Change in Control Severance Agreement, dated as of May 20, 2025, by and among the Company, the Partnership and David Y. Park. | X | ||||
| 19.1 | StepStone Group Inc. Insider Trading Policy. | X | ||||
| 21.1 | List of Subsidiaries. | X | ||||
| 23.1 | Consent of Ernst & Young LLP. | X | ||||
| 31.1 | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended. | X | ||||
| 31.2 | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended. | X | ||||
| 32.1 | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.2 | Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 97.1 | StepStone Group Inc. Clawback Policy. | 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): (i) the Consolidated Balance Sheets; (ii) the Consolidated Statements of Income (Loss); (iii) the Consolidated Statements of Comprehensive Income (Loss); (iv) the Consolidated Statements of Stockholders’ Equity; (v) the Consolidated Statements of Cash Flows; and (vi) Notes to Consolidated Financial Statements. | X | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | X | ||||
| † | Indicates a management contract or compensatory plan or arrangement. | |||||
| * | Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the U.S. Securities and Exchange Commission. | |||||
| ^ | Confidential information in this exhibit has been omitted. | |||||
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