StepStone Group (STEP) Proxy filing summary

Executive summary

• The annual meeting is scheduled for September 8, 2026, to be held virtually, with voting on director elections, auditor ratification, and executive compensation approval.

• Stockholders of record as of July 14, 2026, are eligible to vote, with both Class A and Class B shares entitled to one vote per share, voting as a single class.

• The company transitioned from a controlled to a non-controlled company in September 2025, now complying with Nasdaq rules for independent board composition.

• Forward-looking statements are included, subject to risks and uncertainties as detailed in SEC filings.

Voting matters and shareholder proposals

• Proposals include electing seven directors for one-year terms, ratifying Ernst & Young LLP as auditor for FY ending March 31, 2027, and a non-binding say-on-pay vote for executive compensation.

• The board recommends voting FOR all director nominees, auditor ratification, and executive compensation approval.

• Stockholders may submit proposals for the 2027 annual meeting by March 23, 2027, and advance notice for nominations is required between May 11 and June 10, 2027.

Board of directors and corporate governance

• The board will be reduced from nine to seven members after the meeting, with a majority of independent directors as required by Nasdaq.

• Four of seven nominees are independent; all board committees are now fully independent.

• Board leadership is separated between the Chairperson and CEO roles, with regular executive sessions for independent directors.

• The board values diversity in skills, experience, and backgrounds, with annual self-evaluations and open nomination procedures for stockholders.

• Directors are expected to attend at least 75% of meetings; all attended the 2025 annual meeting.