X0306 4 2018-12-07 0 0001675033 Great Elm Capital Corp. GECC 0001429074 Mast Capital Management, LLC 31 ST. JAMES AVENUE 6TH FLOOR BOSTON MA 02116 0 0 1 0 0001429076 Steinberg David J. 31 ST. JAMES AVENUE 6TH FLOOR BOSTON MA 02116 0 0 1 0 Common Stock 2018-12-07 4 S 0 2000 8.2455 D 2709874 I See footnotes Represents shares of Common Stock, $0.01 Par Value, of Great Elm Capital Corp., a Maryland corporation (the "Common Stock" and the "Issuer"), sold by the following Mast Accounts: (i) 1,876 shares of Common Stock sold by Mast Select Opportunities Master Fund, L.P. (ii) 114 shares of Common Stock sold by Mast Admiral Master Fund, L.P. and (iii) 10 shares of Common Stock sold by Mast Select Opportunities, L.P. The price reported in Column 4 is not a weighted average price. These shares were sold in a single transaction at a price of $8.2455, inclusive, on December 7, 2018. Represents shares of Common Stock held directly by the Mast Accounts, for which MAST Capital is the investment manager, including: (i) 2,541,542 shares held by Mast Select Opportunities Master Fund, L.P; (ii) 154,383 shares held by Mast Admiral Master Fund, L.P. and (iii) 13,949 shares held by Mast Select Opportunities, L.P. As the investment advisor of certain private investment funds (collectively, the "MAST Accounts"), including those disclosed herein, MAST Capital Management, LLC ("MAST Capital") may be deemed to be the beneficial owner of the shares of Common Stock held by the MAST Accounts disclosed herein. MAST Capital also has the right to an asset-based fee relating to the MAST Accounts. Pursuant to Rule 16a-1, MAST Capital disclaims such beneficial ownership, except to the extent of its pecuniary interest therein. Mr. Steinberg may also be deemed to beneficially own the shares of Common Stock beneficially owned (or deemed to be beneficially owned) by MAST Capital, as he is the principal of MAST Capital. Pursuant to Rule 16a-1, Mr. Steinberg disclaims such beneficial ownership, except to the extent of his pecuniary interest therein. MAST CAPITAL MANAGEMENT, LLC, By: /s/ David J. Steinberg, Name: David J. Steinberg, Title: Authorized Signatory 2018-12-10 /s/ David J. Steinberg 2018-12-10