{"schema_version":"secwatch.filing_event.v1","accession":"0000950170-23-000059","form_type":"8-K","ticker":"GEG","cik":"0001831096","company_name":"Great Elm Group, Inc.","filed_at":"2023-01-03T23:59:59+00:00","discovered_at":"2026-05-14T18:03:46.904878+00:00","generated_at":"2026-06-20T21:00:31.777459+00:00","sec_items":["1.01","2.01","2.03","7.01","8.01","9.01"],"event_type":"other_material","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Great Elm sells majority stake in Forest and DME business for ~$125M total, refocuses on asset management","bullets":["Sold 61% of Forest to JPM for $18.4M cash; retains put option on remaining 19% for ~$26.5M, total expected ~$44.9M.","Sold DME business (HC LLC) to Quipt for $80M: $72.8M cash, $5.2M debt assumed, $2M in Quipt stock.","GEG nets ~$26M cash and 346k Quipt shares from DME sale; combined deals add over $70M cash to balance sheet.","Retains ~$154M NOLs, of which ~$131M usable in FY2023 but expire June 30, 2023.","Pro forma cash and investments ~$126M, net debt ~$57.6M; company now focused solely on investment management."],"urls":{"canonical":"https://secwatch.observer/filing/0000950170-23-000059","json":"https://secwatch.observer/filing/0000950170-23-000059.json","markdown":"https://secwatch.observer/filing/0000950170-23-000059.md","text":"https://secwatch.observer/filing/0000950170-23-000059.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1831096/000095017023000059/0000950170-23-000059-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1831096/000095017023000059/geg-20221229.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-20T21:00:31.777459+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"a35daaa5189f31e13ce4515658158deb01296f1a","claim":"Great Elm Group, Inc. completed a disposition involving QHM Holdings, Inc. for $80.0 million (closed 2023-01-03).","evidence_excerpt":"On January 3, 2023, GEG’s wholly-owned subsidiary, Great Elm DME Holdings, Inc., along with the minority owners of HC LLC, entered into an agreement (the “Purchase Agreement”) with QHM Holdings, Inc., a subsidiary of Quipt Home Medical Corp. (“Quipt”), to sell 100% of the outstanding membership interests in HC LLC to Quipt for $80.0 million, consisting of approximately $72.8 million in cash, $5.2 million of indebtedness assumed by Quipt and $2.0 million in shares of Quipt common stock based on the 20 day volume weighted average price of Quipt’s common stock for the period ending on and including the second business day prior to the closing of the transaction.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1831096/000095017023000059/0000950170-23-000059-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"disposition"},{"label":"Counterparty","value":"QHM Holdings, Inc."},{"label":"Consideration","value":"$80.0 million"},{"label":"Closing","value":"2023-01-03"}],"fact_type":"ma_transaction"},{"claim_id":"e94b44b0a5096b1fe939e37f779b267708f5474f","claim":"Great Elm Group, Inc. completed a disposition involving J.P. Morgan Broker-Dealer Holdings Inc. for approximately $18.4 million in cash (closed 2022-12-30).","evidence_excerpt":"On December 30, 2022, Great Elm Group, Inc. (\"GEG\") and its wholly-owned subsidiary, Great Elm FM Acquisition, Inc. (“FM Acquisition”), entered into a stock purchase agreement (the “Stock Purchase Agreement”) with J.P. Morgan Broker-Dealer Holdings Inc. (“JPM”) to sell 61 shares of the common stock, $0.001 par value per share, of Forest Investments, Inc. (\"Forest\") owned by FM Acquisition and GEG, which shares constitute 61% of the issued and outstanding shares of Forest’s common stock, to JPM for approximately $18.4 million in cash.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1831096/000095017023000059/0000950170-23-000059-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"disposition"},{"label":"Counterparty","value":"J.P. Morgan Broker-Dealer Holdings Inc."},{"label":"Consideration","value":"approximately $18.4 million in cash"},{"label":"Closing","value":"2022-12-30"}],"fact_type":"ma_transaction"},{"claim_id":"3a1f23632f64ebbe7859be0c92842111179218db","claim":"Great Elm Group, Inc. entered into Stock Purchase Agreement with J.P. Morgan Broker-Dealer Holdings Inc. valued at approximately $18.4 million (effective 2022-12-30).","evidence_excerpt":"On December 30, 2022, Great Elm Group, Inc. (\"GEG\") and its wholly-owned subsidiary, Great Elm FM Acquisition, Inc. (“FM Acquisition”), entered into a stock purchase agreement (the “Stock Purchase Agreement”) with J.P. Morgan Broker-Dealer Holdings Inc. (“JPM”) to sell 61 shares of the common stock, $0.001 par value per share, of Forest Investments, Inc. (\"Forest\") owned by FM Acquisition and GEG, which shares constitute 61% of the issued and outstanding shares of Forest’s common stock, to JPM for approximately $18.4 million in cash.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1831096/000095017023000059/0000950170-23-000059-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"asset purchase"},{"label":"Counterparty","value":"J.P. Morgan Broker-Dealer Holdings Inc."},{"label":"Value","value":"approximately $18.4 million"},{"label":"Effective","value":"2022-12-30"}],"fact_type":"material_agreement"},{"claim_id":"ad189b9bb589e4ead59b3009408c01965625b39e","claim":"Great Elm Group, Inc. entered into Purchase Agreement with QHM Holdings, Inc., a subsidiary of Quipt Home Medical Corp. valued at $80.0 million (effective 2023-01-03).","evidence_excerpt":"On January 3, 2023, GEG’s wholly-owned subsidiary, Great Elm DME Holdings, Inc., along with the minority owners of HC LLC, entered into an agreement (the “Purchase Agreement”) with QHM Holdings, Inc., a subsidiary of Quipt Home Medical Corp. (“Quipt”), to sell 100% of the outstanding membership interests in HC LLC to Quipt for $80.0 million","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1831096/000095017023000059/0000950170-23-000059-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"asset purchase"},{"label":"Counterparty","value":"QHM Holdings, Inc., a subsidiary of Quipt Home Medical Corp."},{"label":"Value","value":"$80.0 million"},{"label":"Effective","value":"2023-01-03"}],"fact_type":"material_agreement"},{"claim_id":"c0dc1bf9d6e37e5020d89fbdbb99477241f59e55","claim":"Great Elm Group, Inc. entered into Note with Forest valued at approximately $38.1 million (effective 2022-12-29).","evidence_excerpt":"on December 29, 2022, GEG and FM Acquisition issued a promissory note (the “Note”) in favor of Forest in an aggregate principal amount equal to approximately $38.1 million","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1831096/000095017023000059/0000950170-23-000059-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Forest"},{"label":"Value","value":"approximately $38.1 million"},{"label":"Effective","value":"2022-12-29"}],"fact_type":"material_agreement"},{"claim_id":"d31c49c988403a88fb7f1513370217a88e3563f3","claim":"Great Elm Group, Inc. entered into Stockholders Agreement with GEG, JPM and Forest (effective 2022-12-30).","evidence_excerpt":"In connection with the Stock Purchase Agreement, GEG, JPM and Forest entered into an amended and restated stockholders’ agreement (the “Stockholders Agreement”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1831096/000095017023000059/0000950170-23-000059-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"GEG, JPM and Forest"},{"label":"Effective","value":"2022-12-30"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}