StepStone Group Inc. STEP
New risk paragraphs, branching off last year
Each branch is a paragraph in Risk Factors with nothing like it in the 10-K filed May 23, 2025. A box jumps to the paragraph as filed, below.
Paragraphs with nothing like them in last year's 10-K
7 paragraphs in Risk Factors of the 10-K filed May 27, 2026 with nothing like them in the 10-K filed May 23, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.
In addition, as part of broader industry dynamics, certain private credit and other products that offer investors periodic liquidity (including through redemption, repurchase or tender offer features), including in the private wealth market, may experience increased investor liquidity requests during periods of market stress or higher interest rates. Such elevated liquidity requests, whether in our products or in competing products, could adversely affect investor sentiment toward such strategies and our ability to fundraise, and could contribute to increased liquidity requests across our products that offer periodic investor liquidity. Elevated liquidity requests could also adversely affect performance and reduce AUM, which could reduce our management fees and ability to earn incentive fees and carried interest, and could materially and adversely affect our business, financial condition and results of operations. Furthermore, recent comments by the head of the SEC’s Division of Enforcement indicate the division is more closely monitoring the private credit markets, which could result in heightened regulatory scrutiny of our private credit activities.
Our private wealth investment platform is subject to additional regulatory requirements that could adversely impact its profitability. We have been expanding our offerings to individual investors, including through our private wealth platform, and intend to continue doing so. Expanding our product offerings to individual investors may subject us to increased litigation, regulatory enforcement and compliance risks, given that individual investors are generally afforded greater regulatory protections than institutional investors, may have less sophistication or experience with private markets investments, and may be more likely to bring claims or complaints. The operational
Additionally, there is a growing focus on digital asset regulation, with new rules expected to impact the use of cryptocurrencies and blockchain technologies in private fund operations. Any of the foregoing could lead to further regulatory uncertainty, result in changes to our operations and could materially impact our funds and/or their investments (including the funds in which the StepStone Funds and our clients invests) and/or us, including by causing us to incur additional expenses.
On March 30, 2026, the DOL proposed a rule establishing a process based “safe harbor” for plan fiduciaries selecting designated investment alternatives for participant directed defined contribution plans. If adopted, the rule could facilitate an ability for individuals to allocate a portion of their 401(k) investments in alternative assets, such as private equity and private credit, as well as real estate. However, we may encounter significant competition from products tailored for 401(k) plan distribution, and if we, or our service providers, cannot meet plan fiduciaries’ process expectations, or if products designed for this channel underperform or do not meet plan participants’ investment needs, plan fiduciaries may exclude or remove such offerings from investment options, which could negatively impact our business, financial condition and results of operations.
Our tax treatment is subject to the enactment of, or changes in, tax laws, regulations and treaties, or the interpretation thereof, tax policy initiatives and reforms under consideration and the practices of tax authorities in jurisdictions in which we operate, including those related to the Base Erosion and Profit Shifting (“BEPS”) Project
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FCPA or other applicable anti-corruption, sanctions or export control laws could subject us to, among other things, civil and criminal penalties, material fines, profit disgorgement, injunctions on future conduct, securities litigation and a general loss of client confidence, any one of which could adversely affect our business prospects, financial condition and results of operations.
In addition, we may, from time to time, repurchase shares of our Class A common stock pursuant to repurchase authorizations, including our stock repurchase program adopted in March 2026 authorizing the repurchase of up to $100 million of our Class A common stock. The timing and amount of any repurchases are determined at the discretion of our management based on business, economic and market conditions, including the availability of capital, other capital allocation alternatives and prevailing stock prices, as well as applicable legal requirements and other considerations. The stock repurchase program may be modified, suspended or discontinued at any time, and does not obligate us to acquire any amount of stock. Any stock repurchases could reduce the cash available for dividends and other corporate purposes.
Paragraphs in the 10-Q filed Nov 9, 2026 that were not in the one before
New in the latest 10-Q
25 paragraphs in the 10-Q filed Nov 9, 2026 with nothing like them in the 10-Q filed Aug 7, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
Financial statements and notes
The fair values of unlisted equity securities are generally determined by reference to the income approach (including the discounted cash flow method) and the market approach (including the comparable publicly traded company method and recent transactions in the security, such as secondary market transactions and financing rounds), or a weighting of these approaches. Valuations under these approaches are derived from investment-specific inputs, such as projected cash flows, revenue and EBITDA, combined with market-based inputs, such as discount rates and revenue and EBITDA multiples.
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Debt securities held by the Consolidated Funds consist primarily of private loans. Where available, fair values are determined using prices obtained from independent pricing services or broker quotes. Otherwise, performing loans are generally valued using the discounted cash flow method, under which expected contractual cash flows are discounted at a market yield. The yield is calibrated to the loan’s implied yield at origination and is adjusted at each subsequent valuation for changes in the borrower’s credit profile and in market spreads for comparable debt instruments. Where full repayment is uncertain, fair value is determined by estimating the borrower’s enterprise value, generally using revenue or EBITDA multiples of comparable companies, and allocating that value across the borrower’s capital structure.
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(1) Includes investments in funds measured at NAV. See note 2 for further information.
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(2) Debt obligations of Consolidated Funds consist of notes issued by a consolidated CFE, which are measured using the measurement alternative for collateralized financing entities. See note 2 for further information.
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(2) Relates to non-controlling interests attributable to CFE subordinated notes.
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The debt obligations of the CFE are not publicly traded and are classified as Level III. As described in note 2, these liabilities are measured on the basis of the fair value of the CFE’s financial assets and the beneficial interests retained by the Company. The Company measures the fair value of its retained beneficial interests using a discounted cash flow analysis, which includes assumptions regarding the expected timing of capital draws and distributions. As of September 30, 2026, the significant unobservable input used in the discounted cash flow analysis was the discount rate of 31.2 %. An increase in the discount rate would result in a lower fair value of the retained beneficial interests and a correspondingly higher fair value of the debt obligations of the CFE.
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As of September 30, 2026, maturities of operating lease liabilities were as follows:
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The diagram below illustrates our organizational structure as of September 30, 2026.
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Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025
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Six Months Ended September 30, 2026 Compared to Six Months Ended September 30, 2025
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Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025
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Six Months Ended September 30, 2026 Compared to Six Months Ended September 30, 2025
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Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025
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Six Months Ended September 30, 2026 Compared to Six Months Ended September 30, 2025
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Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025
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Six Months Ended September 30, 2026 Compared to Six Months Ended September 30, 2025
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As of September 30, 2026 March 31, 2026 September 30, 2025 Weighted-average fee rate(1) Private equity(2) 0.78% 0.74% 0.71% Real estate, infrastructure and private debt asset classes(3) 0.55% 0.52% 0.54% Total 0.67% 0.64% 0.63%
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Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025
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Six Months Ended September 30, 2026 Compared to Six Months Ended September 30, 2025
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Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025
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Six Months Ended September 30, 2026 Compared to Six Months Ended September 30, 2025
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(4) Reflects the removal of interest expense incurred by the Consolidated Funds.
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(7) Reflects the removal of interest expense incurred by the Consolidated Funds.
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In November 2026, our board of directors determined that we will not declare or pay a supplemental cash dividend in respect of fiscal 2027. In connection with this determination, the Partnership will not make the corresponding pro rata distributions to its limited partners, including us, that we otherwise could have used to fund such supplemental dividend. Instead, the Partnership intends to retain such cash and use it to fund a portion of the consideration payable in connection with our expected exercise of our call right (or any earlier exercise of the put right held by CH Equity Partners, LLC) under the option agreement relating to the profits interest in SPW. See “ - Option Agreement Payment” below. Our board of directors will continue to evaluate the payment of supplemental dividends in respect of future fiscal years.
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During the three months ended September 30, 2026, we capitalized a lease amendment for an additional floor at our New York office, which increased our future lease payment obligations by $59.7 million over a remaining lease term of 15 years.
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The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Nov 9, 2026 against Item 1A of the 10-K filed May 27, 2026.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted).
Text on the page, not a score; each links to the filing at sec.gov.
What the 10-Q itself says about its risk factors:There have been no material changes from the risk factors previously disclosed in Part I, Item 1A of our annual report on Form 10-K for the fiscal year ended March 31, 2026.
Read in the 10-Q
1 paragraph in the 10-Q's Item 1A, and none of them adds, rewords or quietly edits a paragraph of the 10-K's.
Phrases used for the first time
Two-word phrases in Risk Factors of the 10-K filed May 27, 2026 that are in none of the 1 earlier 10-Ks stored, back to May 23, 2025
Where each one is used
- individual investors: Our private wealth investment platform is subject to additional regulatory requirements that could adversely impact its profitability. We have been expanding our offerings to individual investors, including through our private wealth platform, and intend to continue doing so. Expanding our product offerings to...
- pillar two: of the Organisation for Economic Co-Operation and Development (“OECD”), the European Commission’s state aid investigations and other initiatives. Such changes may include (but are not limited to) the taxation of operating income, investment income, dividends received or (in the specific context of withholding tax)...
- private credit: In addition, as part of broader industry dynamics, certain private credit and other products that offer investors periodic liquidity (including through redemption, repurchase or tender offer features), including in the private wealth market, may experience increased investor liquidity requests during periods of...
- liquidity requests: In addition, as part of broader industry dynamics, certain private credit and other products that offer investors periodic liquidity (including through redemption, repurchase or tender offer features), including in the private wealth market, may experience increased investor liquidity requests during periods of...
- safe harbor: On March 30, 2026, the DOL proposed a rule establishing a process based “safe harbor” for plan fiduciaries selecting designated investment alternatives for participant directed defined contribution plans. If adopted, the rule could facilitate an ability for individuals to allocate a portion of their 401(k)...
- client portal: We collect, process and store rapidly increasing volumes of highly sensitive data, including our proprietary business information and intellectual property, information relating to third party managers and their investment opportunities which we consider, and personally identifiable information of our employees,...
- plan fiduciaries: On March 30, 2026, the DOL proposed a rule establishing a process based “safe harbor” for plan fiduciaries selecting designated investment alternatives for participant directed defined contribution plans. If adopted, the rule could facilitate an ability for individuals to allocate a portion of their 401(k)...
- nasdaq’s corporate: Prior to September 18, 2025, we qualified as a “controlled company” within the meaning of the corporate governance standards of the Nasdaq Global Select Market, and, consequently, we previously qualified for, and relied on, certain exemptions from corporate governance requirements, including the requirements that...
Used at least twice, small words left out. Counted, not picked: a phrase can be new because the company renamed something.
What was taken out
7 paragraphs of last year's Risk Factors with nothing like them now. The longest are quoted.
Sources
Item 1A of each 10-K and 10-Q on EDGAR, quoted exactly. Each paragraph links to the filing at sec.gov.
Also
10-K change: what was reworded or cut, section by section.
Work with it
Excel workbook · CSV. Google Sheet that stays up to date: paste =IMPORTDATA("https://tickdelta.com/company/STEP/export.csv") into a cell.