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    Amendment: SEC Form SC 13D/A filed by StepStone Group Inc.

    11/21/24 4:54:57 PM ET
    $STEP
    Investment Managers
    Finance
    Get the next $STEP alert in real time by email
    SC 13D/A 1 d876525dsc13da.htm SC 13D/A SC 13D/A

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

    SCHEDULE 13D

    Under the Securities Exchange Act of 1934

    (Amendment No. 4)*

     

     

    StepStone Group Inc.

    (Name of Issuer)

    Class A Common Stock, Par Value $0.001 Per Share

    (Title of Class of Securities)

    85914M107

    (CUSIP Number)

    Jennifer Y. Ishiguro

    Chief Legal Officer & Secretary

    StepStone Group Inc.

    277 Park Avenue, 45th Floor

    New York, NY 10172

    Telephone: (212) 351-6100

    (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

    November 19, 2024

    (Date of Event Which Requires Filing of this Statement)

     

     

    If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ☐

     

     

    Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 240.13d-7 for other parties to whom copies are to be sent.

     

     

     

    *

    The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

    The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

     

     


    SCHEDULE 13D

    CUSIP No. 85914M107

     

     

     (1)    

     Name of Reporting Person

     

     James Lim

     (2)  

     Check the Appropriate Box if a Member of a Group

     (a) ☐  (b) ☐

     

     (3)  

     SEC Use Only

     

     (4)  

     Source of Funds

     

     OO

     (5)  

     Check box if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d) or 2(e)

     

     ☐

     (6)  

     Citizenship or Place of Organization

     

     U.S.A.

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

     

        (7)     

     Sole Voting Power

     

     0

        (8)   

     Shared Voting Power

     

     0

        (9)   

     Sole Dispositive Power

     

     4,877,223

       (10)   

     Shared Dispositive Power

     

     0

    (11)    

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     4,877,223

    (12)  

     Check box if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     ☐

    (13)  

     Percent of Class Represented by Amount in Row (11)

     

     6.7%

    (14)  

     Type of Reporting Person (See Instructions)

     

     IN

     


    SCHEDULE 13D

    CUSIP No. 85914M107

     

    Item 1. Security and Issuer

    This statement on Schedule 13D (this “Statement”) relates to the Reporting Person’s (as defined in Item 2 below) beneficial ownership interest in the Class A common stock, par value $0.001 per share (the “Class A Common Stock”), of StepStone Group Inc., a Delaware corporation (the “Issuer”). The address of the principal executive offices of the Issuer is 277 Park Avenue, 45th Floor, New York, NY 10172.

    This amendment (the “Amendment”) amends the prior statement on Schedule 13D filed by the Reporting Persons with the Securities and Exchange Commission on September 20, 2021, as amended on July 3, 2023, February 21, 2024 and August 14, 2024 (the “Original Filing” and, as amended by this Amendment, the “Schedule 13D”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Original Filing.

    Item 2. Identity and Background

    Item 2 of the Schedule 13D is hereby amended and supplemented as follows:

    This Schedule 13D is being filed by James Lim (the “Reporting Person”).

    (a) As of the date of this statement, Mr. Lim beneficially owns 4,713,567 shares of Class A Common Stock and 163,656 Class C Units that are convertible into Class A Common Stock owned by Sanctuary Bay LLC. All of the Class C units owned by Sanctuary Bay LLC are exchangeable within 60 days of the date hereof.

    Item 5. Interest in Securities of the Issuer

    (a) and (b) Items 5(a) and 5(b) of Schedule 13D are amended to reflect the following:

    The following table sets forth the aggregate number and percentage of the Class A Common Stock beneficially owned by the Reporting Person. The aggregate number and percentage of the Class A Common Stock beneficially owned by the Reporting Person is calculated in accordance with Rule 13d-3.

     

    Reporting Person   

    Number of

    Shares

    Beneficially

    Owned

        

    Percentage of

    Class

    A Common

    Stock

    Outstanding(1)

     

    James Lim

         4,877,223        6.7 % 

     

    (1)

    Based on 72,681,239 shares of Class A Common Stock issued and outstanding as of November 5, 2024, and assuming that the Reporting Person exchanges all the Class C Units that are beneficially owned by him and currently available to be exchanged for Class A Common Stock on a one-for-one basis.

    (c) Item 5(c) of Schedule 13D is hereby amended and supplemented as follows:

    Other than the transactions described below and disclosed in the Original Filing, the Reporting Person has not effected any transactions involving the beneficial ownership of Class A Common Stock during the sixty (60) days prior to the date of this statement. With respect to the sale transactions reported below, each day’s sales comprised open market transactions made on that day, and the price per share reported is the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer full information regarding the number of Common Stock and prices at which the trades were effected.


    The Reporting Person sold: 220,712 shares of Class A Common Stock at $68.55 per share on November 12, 2024; 10,732 shares of Class A Common Stock at $66.97 per share on November 13, 2024; 19,972 shares of Class A Common Stock at $65.33 on November 14, 2024; 103,776 shares of Class A Common Stock at $65.43 on November 15, 2024; 23,643 shares of Class A Common Stock at $65.41 on November 18, 2024; and 73,005 shares of Class A Common Stock at $65.33 on November 19, 2024.

    Item 7. Material to be Filed as Exhibits

     

    Exhibit   

    Description

     1.    Tenth Amended and Restated Limited Partnership Agreement of StepStone Group LP (incorporated by reference to Exhibit 10.1 to the Issuer’s Form 8-K filed with the SEC on May 31, 2024).
     2.    Class C Exchange Agreement (incorporated by reference to Exhibit 10.5 to the Issuer’s Form 8-K filed with the SEC on September 20, 2021).
     3.    Second Amended and Restated Registration Rights Agreement (incorporated by reference to Exhibit 10.2 to the Issuer’s Form 8-K filed with the SEC on May 31, 2024).
     4.    Amended and Restated Stockholders Agreement (incorporated by reference to Exhibit 10.2 to the Issuer’s Form 8-K filed with the SEC on September 20, 2021).
    24.1    Power of Attorney for James Lim (incorporated by reference to Exhibit 24.1 to the Reporting Person’s Schedule 13D filed on September 24, 2021).


    SIGNATURES

    After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned, severally and not jointly, certifies that the information set forth in this statement is true, complete and correct.

     

    Dated: November 21, 2024
    /s/ Jennifer Ishiguro, Attorney-in-Fact
    James Lim
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