0001394221-20-000005.txt : 20200921
0001394221-20-000005.hdr.sgml : 20200921
20200921200441
ACCESSION NUMBER: 0001394221-20-000005
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 3
CONFORMED PERIOD OF REPORT: 20200918
FILED AS OF DATE: 20200921
DATE AS OF CHANGE: 20200921
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Argonaut Private Equity, L.L.C.
CENTRAL INDEX KEY: 0001585937
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39510
FILM NUMBER: 201187589
BUSINESS ADDRESS:
STREET 1: 7030 S. YALE AVE.
STREET 2: SUITE 810
CITY: TULSA
STATE: OK
ZIP: 74136
BUSINESS PHONE: 918-494-0000
MAIL ADDRESS:
STREET 1: 7030 S. YALE AVE.
STREET 2: SUITE 810
CITY: TULSA
STATE: OK
ZIP: 74136
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Argonaut Holdings, L.L.C.
CENTRAL INDEX KEY: 0001394221
STATE OF INCORPORATION: OK
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39510
FILM NUMBER: 201187590
BUSINESS ADDRESS:
STREET 1: 6733 S. YALE AVE.
CITY: TULSA
STATE: OK
ZIP: 74136
BUSINESS PHONE: (918) 494-0000
MAIL ADDRESS:
STREET 1: 6733 S. YALE AVE.
CITY: TULSA
STATE: OK
ZIP: 74136
FORMER NAME:
FORMER CONFORMED NAME: Argonaut Holdings LLC
DATE OF NAME CHANGE: 20070323
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sanford Energy, Inc.
CENTRAL INDEX KEY: 0001821971
STATE OF INCORPORATION: OK
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39510
FILM NUMBER: 201187591
BUSINESS ADDRESS:
STREET 1: 6733 S. YALE AVE.
CITY: TULSA
STATE: OK
ZIP: 74136
BUSINESS PHONE: 918-494-0000
MAIL ADDRESS:
STREET 1: 6733 S. YALE AVE.
CITY: TULSA
STATE: OK
ZIP: 74136
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KAISER GEORGE B
CENTRAL INDEX KEY: 0001163432
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39510
FILM NUMBER: 201187592
MAIL ADDRESS:
STREET 1: C/O FREDERIC DORWART, LAWYERS
STREET 2: 124 EAST FOURTH STREET
CITY: TULSA
STATE: OK
ZIP: 74103
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Mitchell Steven R
CENTRAL INDEX KEY: 0001610279
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39510
FILM NUMBER: 201187593
MAIL ADDRESS:
STREET 1: C/O ASPEN AEROGELS, INC.
STREET 2: 30 FORBES ROAD, BUILDING B
CITY: NORTHBOROUGH
STATE: MA
ZIP: 01532
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Waldo Robert
CENTRAL INDEX KEY: 0001728668
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39510
FILM NUMBER: 201187594
MAIL ADDRESS:
STREET 1: 6733 S. YALE AVE.
CITY: TULSA,
STATE: OK
ZIP: 74136
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: StepStone Group Inc.
CENTRAL INDEX KEY: 0001796022
STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0331
BUSINESS ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 1-212-351-6100
MAIL ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
3
1
primary_doc.xml
PRIMARY DOCUMENT
X0206
3
2020-09-18
0
0001796022
StepStone Group Inc.
STEP
0001585937
Argonaut Private Equity, L.L.C.
6733 S. YALE AVE.
TULSA
OK
74136
0
0
1
0
0001394221
Argonaut Holdings, L.L.C.
6733 S. YALE AVE.
TULSA
OK
74136
0
0
1
0
0001821971
Sanford Energy, Inc.
6733 S. YALE AVE.
TULSA
OK
74136
0
0
1
0
0001163432
KAISER GEORGE B
C/O FREDERIC DORWART, LAWYERS
124 EAST FOURTH STREET
TULSA
OK
74103
0
0
1
0
0001610279
Mitchell Steven R
C/O STEPSTONE GROUP INC.
450 LEXINGTON AVENUE, 31ST FLOOR
NEW YORK
NY
10017
1
0
1
0
0001728668
Waldo Robert
C/O STEPSTONE GROUP INC.
450 LEXINGTON AVENUE, 31ST FLOOR
NEW YORK
NY
10017
1
0
1
0
Class B Common Stock
10263186
D
Class B Common Stock
3830328
D
Class B Units
Class A Common Stock
10263186
D
Class B Units
Class A Common Stock
3830328
D
In the reorganization (the "Reorganization") of StepStone Group LP (the "Partnership") in connection with the closing of the initial public offering ("IPO"), shares of Class B Common Stock of the Issuer, par value $0.001 per share, were issued without additional consideration in exchange for voting interests in the general partner of the Partnership. The Class B Common Stock does not carry economic value beyond the right to receive the par value of such stock upon liquidation, dissolution, winding up or an exchange of those shares. However, the Class B Common Stock entitles its holder to five votes per share on every matter submitted to the Issuer's stockholders for a vote until the occurrence of a sunset, as described in the Issuer's Amended and Restated Certificate of Incorporation.
These securities are held of record by Argonaut Holdings, LLC. Argonaut Holdings, LLC is managed by Argonaut Private Equity, L.L.C. Steven R. Mitchell has a derivative interest in Argonaut Private Equity, L.L.C. Robert A. Waldo is a manager and Vice President of Argonaut Private Equity, L.L.C. and has a derivative interest therein. George B. Kaiser is the sole member of Argonaut Private Equity, L.L.C. 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 (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any.
These securities are held of record by Sanford Energy Inc. Argonaut Private Equity, L.L.C. holds a minority interest in Sanford Energy Inc. and Robert A. Waldo serves as an advisor to Sanford Energy Inc. 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 Exchange Act, except to the extent of his pecuniary interest therein, if any.
In the Reorganization, Class A Units in the Partnership held prior to the IPO were converted into Class B Units. Pursuant to an Exchange Agreement entered into in connection with the Reorganization, the Class B Units of the Partnership are exchangeable, on a one-for-one basis, for shares of Class A Common Stock. Upon exchange of a Class B Unit, the corresponding share of Class B Common Stock will be automatically redeemed and cancelled.
Argonaut Private Equity, L.L.C.; By /s/ Frederic Dorwart, Manager
2020-09-18
Argonaut Holdings, LLC.; By Argonaut Private Equity, L.L.C., Manager; By /s/ Frederic Dorwart, Manager
2020-09-18
Sanford Energy Inc.; By /s/ Frederic Dorwart, President
2020-09-18
/s/ Frederic Dorwart, Attorney-in-fact for George B. Kaiser
2020-09-18
/s/ Jennifer Ishiguro, Attorney-in-fact for Steven R. Mitchell
2020-09-18
/s/ Jennifer Ishiguro, Attorney-in-fact for Robert A. Waldo
2020-09-18
EX-24
2
mitchell-poa.txt
POWER OF ATTORNEY FOR STEVEN R. MITCHELL
POWER OF ATTORNEY
Know all by these presents that the undersigned hereby constitutes
and appoints each of Jennifer Ishiguro, John McGuinness, Jason Ment,
David Park and Johnny Randel, and any of their substitutes, signing
singly, as the undersigned's true and lawful attorney-in-fact to:
1. prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the U.S. Securities and Exchange Commission
(the "SEC") a Form ID, including amendments thereto, and any other
document necessary or appropriate to obtain codes, passwords, and
passphrases enabling the undersigned to make electronic filings with
the SEC of reports require by the Securities Exchange Act of 1934 or
any rule or regulation of the SEC;
2. execute for and on behalf of the undersigned, in the undersigned's
capacity as a director and/or officer of StepStone Group Inc. (the
"Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder;
3. do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such
Form 3, 4, or 5, complete and execute any amendment or amendments
thereto, and timely file such form with the SEC and any securities
exchange or similar authority; and
4. take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-
fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full
power and authority to do and perform any and every act and thing
whatsoever requisite, necessary, or proper to be done in the exercise of
any of the rights and powers herein granted, as fully to all intents and
purposes as the undersigned might or could do if personally present, with
full power of substitution or revocation, hereby ratifying and confirming
all that each such attorney-in-fact, or such attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
also ratifies hereby any action previously taken by each attorney-in-fact
that would have been authorized by this power of attorney if it has been
in effect at the time such action was taken. The undersigned
acknowledges that each attorney-in-fact, in serving in such capacity at the
request of the undersigned, is not assuming, nor is the Company
assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934, as amended.
This Power of Attorney shall remain in full force and effect until the
earliest to occur of (a) undersigned is no longer required to file Forms 3,
4, and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, (b) revocation by the undersigned in a
signed writing delivered to the foregoing attorneys-in-fact or (c) as to any
attorney-in-fact individually, until such attorney-in-fact is no longer
employed by the Company or its subsidiaries.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of August 8, 2020.
/s/ Steven R. Mitchell
EX-24
3
waldo-poa.txt
POWER OF ATTORNEY FOR ROBERT A. WALDO
POWER OF ATTORNEY
Know all by these presents that the undersigned hereby constitutes
and appoints each of Jennifer Ishiguro, John McGuinness, Jason Ment,
David Park and Johnny Randel, and any of their substitutes, signing
singly, as the undersigned's true and lawful attorney-in-fact to:
1. prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the U.S. Securities and Exchange Commission
(the "SEC") a Form ID, including amendments thereto, and any other
document necessary or appropriate to obtain codes, passwords, and
passphrases enabling the undersigned to make electronic filings with
the SEC of reports require by the Securities Exchange Act of 1934 or
any rule or regulation of the SEC;
2. execute for and on behalf of the undersigned, in the undersigned's
capacity as a director and/or officer of StepStone Group Inc. (the
"Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder;
3. do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such
Form 3, 4, or 5, complete and execute any amendment or amendments
thereto, and timely file such form with the SEC and any securities
exchange or similar authority; and
4. take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-
fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full
power and authority to do and perform any and every act and thing
whatsoever requisite, necessary, or proper to be done in the exercise of
any of the rights and powers herein granted, as fully to all intents and
purposes as the undersigned might or could do if personally present, with
full power of substitution or revocation, hereby ratifying and confirming
all that each such attorney-in-fact, or such attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
also ratifies hereby any action previously taken by each attorney-in-fact
that would have been authorized by this power of attorney if it has been
in effect at the time such action was taken. The undersigned
acknowledges that each attorney-in-fact, in serving in such capacity at the
request of the undersigned, is not assuming, nor is the Company
assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934, as amended.
This Power of Attorney shall remain in full force and effect until the
earliest to occur of (a) undersigned is no longer required to file Forms 3,
4, and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, (b) revocation by the undersigned in a
signed writing delivered to the foregoing attorneys-in-fact or (c) as to any
attorney-in-fact individually, until such attorney-in-fact is no longer
employed by the Company or its subsidiaries.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of August 1, 2020.
/s/ Robert A. Waldo