SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Argonaut Private Equity, L.L.C. (Last) (First) (Middle) 6733 S. YALE AVE. (Street) TULSA OK 74136 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/18/2020	3. Issuer Name and Ticker or Trading Symbol StepStone Group Inc. [ STEP ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock	10,263,186	D(1)(2)
Class B Common Stock	3,830,328	D(1)(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Units	(4)	(4)	Class A Common Stock	10,263,186	(4)	D(2)
Class B Units	(4)	(4)	Class A Common Stock	3,830,328	(4)	D(3)

1. Name and Address of Reporting Person* Argonaut Private Equity, L.L.C. (Last) (First) (Middle) 6733 S. YALE AVE. (Street) TULSA OK 74136 (City) (State) (Zip)

1. Name and Address of Reporting Person* Argonaut Holdings, L.L.C. (Last) (First) (Middle) 6733 S. YALE AVE. (Street) TULSA OK 74136 (City) (State) (Zip)

1. Name and Address of Reporting Person* Sanford Energy, Inc. (Last) (First) (Middle) 6733 S. YALE AVE. (Street) TULSA OK 74136 (City) (State) (Zip)

1. Name and Address of Reporting Person* KAISER GEORGE B (Last) (First) (Middle) C/O FREDERIC DORWART, LAWYERS 124 EAST FOURTH STREET (Street) TULSA OK 74103 (City) (State) (Zip)

1. Name and Address of Reporting Person* Mitchell Steven R (Last) (First) (Middle) C/O STEPSTONE GROUP INC. 450 LEXINGTON AVENUE, 31ST FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip)

1. Name and Address of Reporting Person* Waldo Robert (Last) (First) (Middle) C/O STEPSTONE GROUP INC. 450 LEXINGTON AVENUE, 31ST FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip)

Explanation of Responses:

1. 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.

2. 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.

3. 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.

4. 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	09/18/2020
	Argonaut Holdings, LLC.; By Argonaut Private Equity, L.L.C., Manager; By /s/ Frederic Dorwart, Manager	09/18/2020
	Sanford Energy Inc.; By /s/ Frederic Dorwart, President	09/18/2020
	/s/ Frederic Dorwart, Attorney-in-fact for George B. Kaiser	09/18/2020
	/s/ Jennifer Ishiguro, Attorney-in-fact for Steven R. Mitchell	09/18/2020
	/s/ Jennifer Ishiguro, Attorney-in-fact for Robert A. Waldo	09/18/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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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

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