Ownership Submission
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FORM 4
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Check this box if no longer subject to Section 16, Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL
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OMB Number:3235-0287Expires:January 31, 2005Estimated average burden hours per response...0.5
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1. Name and Address of Reporting Person *
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Reese Jason W.
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2. Issuer Name and Ticker or Trading Symbol
Great Elm Group, Inc. [GEG]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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__X__ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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(Last)
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(First)
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(Middle)
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C/O IMPERIAL CAPITAL ASSET MANAGEMENT , 3801 PGA BOULEVARD, SUITE 603
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3. Date of Earliest Transaction (Month/Day/Year)
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(Street)
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PALM BEACH GARDENS
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FL
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33410
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4. If Amendment, Date Original Filed(Month/Day/Year)
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6. Individual or Join/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
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4. Securities Acquired (A) or Disposed of (D)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
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6. Ownership Form: Direct (D) or Indirect (I)
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7. Nature of Indirect Beneficial Ownership
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
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8. Price of Derivative Security
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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11. Nature of Indirect Beneficial Ownership
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Reese Jason W.
C/O IMPERIAL CAPITAL ASSET MANAGEMENT
3801 PGA BOULEVARD, SUITE 603
PALM BEACH GARDENS, FL33410
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X
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X
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Imperial Capital Asset Management, LLC
3801 PGA BOULEVARD, SUITE 603
PALM BEACH GARDENS, FL33410
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X
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LONG BALL PARTNERS LLC
C/O IMPERIAL CAPITAL ASSET MANAGEMENT
3801 PGA BOULEVARD, SUITE 603
PALM BEACH GARDENS, FL33410
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X
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Signatures
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Jason Reese, By: /s/ Jason Reese
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2022-08-19
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**Signature of Reporting Person
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Date
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Long Ball Partners, LLC, By: Imperial Capital Asset Management, LLC, its Managing Member, By: /s/ Jason Reese, Chairman & CEO
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2022-08-19
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**Signature of Reporting Person
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Date
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Imperial Capital Asset Management, LLC, By: /s/ Jason Reese, Chairman & CEO
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2022-08-19
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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(1)
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The purchases reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan established by Long Ball Partners, LLC ("Long Ball") on June 15, 2022.
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(2)
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Consists of 3,423,853 shares held directly by Long Ball and 1,369,984 shares held directly by Imperial Capital Asset Management, LLC ("ICAM"). Mr. Reese is portfolio manager to Long Ball and is Chairman and Chief Executive Officer of ICAM, which is the managing member of and investment manager to Long Ball.
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(3)
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Each of Mr. Reese, ICAM and Long Ball disclaims beneficial ownership of the securities reported herein, except to the extent of that person's pecuniary interest.
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
