Mitchell Steven R Form 4 StepStone / GEORGE B KAISER ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ARG Private Equity, LLC

(Last) (First) (Middle)

6733 S. YALE AVE.

(Street)

TULSA OK 74136

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
StepStone Group Inc. [ STEP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class B Common Stock	03/23/2021		D(1)		1,439,814	D	$0.001	4,993,044	D(2)(3)
Class A Common Stock	03/23/2021		C(1)		1,439,814	A	(4)	1,564,814	D(2)(3)
Class A Common Stock	03/23/2021		S(5)		1,439,814	D	$28.32	125,000	D(2)(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Units	(4)	03/23/2021		C(1)			1,439,814	(4)	(4)	Class A Common Stock	1,439,814	(4)	4,993,044	D(2)(3)

1. Name and Address of Reporting Person^*

ARG Private Equity, LLC

(Last) (First) (Middle)

6733 S. YALE AVE.

(Street)

TULSA OK 74136

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Argonaut Holdings, L.L.C.

(Last) (First) (Middle)

6733 S. YALE AVE.

(Street)

TULSA OK 74136

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

KAISER GEORGE B

(Last) (First) (Middle)

C/O FREDERIC DORWART, LAWYERS

124 EAST FOURTH STREET

(Street)

TULSA OK 74103

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Mitchell Steven R

(Last) (First) (Middle)

C/O STEPSTONE GROUP INC.

450 LEXINGTON AVENUE, 31ST FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Waldo Robert

(Last) (First) (Middle)

6733 S. YALE AVE.

(Street)

TULSA, OK 74136

(City) (State) (Zip)

Explanation of Responses:

1. On March 23, 2021, the Reporting Person exchanged 1,439,814 Class B Units of StepStone Group LP for 1,439,814 shares of Class A Common Stock. In connection with the exchange, 1,439,814 shares of Class B Common Stock were automatically redeemed and cancelled.

2. 62,500 of the Class A Common Stock securities are held of record by Steven R. Mitchell. Each of ARG Private Equity, LLC, Argonaut Holdings, LLC, George Kaiser and Robert A. Waldo disclaims beneficial ownership of these securities to the extent it or he does not have a pecuniary interest therein. 62,500 of the Class A Common Stock securities are held of record by Robert A. Waldo. Each of ARG Private Equity, LLC, Argonaut Holdings, LLC, George Kaiser and Steven R. Mitchell disclaims beneficial ownership of these securities to the extent it or he does not have a pecuniary interest therein.

3. The remaining securities are held of record by Argonaut Holdings, LLC. Argonaut Holdings, LLC is managed by ARG Private Equity, LLC Steven R. Mitchell has a derivative interest in ARG Private Equity, LLC. Robert A. Waldo is a manager and Vice President of ARG Private Equity, LLC and has a derivative interest therein. George B. Kaiser is the sole member of ARG Private Equity, LLC. Each of Steven R. Mitchell, Robert A. Waldo and George B. Kaiser disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities and Exchange Act of 1934, as amended, except to the extent of his pecuniary interest therein, if any.

4. The Class B Units are exchangeable, on a one-for-one basis, for shares of Class A Common Stock of the Issuer. Upon exchange of a Class B Unit, the corresponding share of Class B Common Stock of the Issuer will be automatically redeemed and cancelled.

5. On March 23, 2021, the Reporting Person sold shares of Class A Common Stock in a secondary offering of Class A Common Stock by certain selling stockholders of the Issuer.

	ARG Private Equity, LLC; By /s/ Frederic Dorwart, Manager	03/25/2021
	Argonaut Holdings, LLC.; By ARG Private Equity, LLC, Manager; By /s/ Frederic Dorwart, Manager	03/25/2021
	/s/ Frederic Dorwart, Attorney-in-fact for George B. Kaiser	03/25/2021
	/s/ Steven R. Mitchell	03/25/2021
	/s/ Robert A. Waldo	03/25/2021
	** Signature of Reporting Person	Date
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