Great Elm Group (GEG) Proxy Filing summary

Voting matters and shareholder proposals

• Election of eight directors is proposed, with all nominees recommended for approval by the board.

• Ratification of Deloitte & Touche LLP as independent auditor for the fiscal year ending June 30, 2026 is up for vote.

• Advisory approval of named executive officer compensation is included as a voting item.

• Approval of the 2025 Long-Term Incentive Compensation Plan is proposed.

• Other business may be addressed as appropriate during the meeting or any adjournment.

Board of directors and corporate governance

• Eight individuals are nominated for election to the board, with each receiving a recommendation for approval.

Executive compensation and say-on-pay

• Advisory vote on executive compensation is scheduled, allowing shareholders to express approval or disapproval.

• A new 2025 Long-Term Incentive Compensation Plan is proposed for approval.