specified in the Code and the Treasury regulations promulgated thereunder are exempt from backup withholding but may be required to demonstrate their exempt status. Non-U.S. Risk. According to McVitty's LinkedIn profile, she has joined StepStone Infrastructure and Real Assets as principal, a role she took on last month. The Independent Trustees Committee is responsible for assessing the flow of information between our management and the Board and overseeing the annual approval process of the The ClassS Shares have annual distribution and shareholder platform designed to expand access to the private markets for high net worth investors. Investment Managers of an Investment Fund may receive a performance fee, carried such sanctions. ability of the Fund to fund subsequent repurchase requests of Shareholders or to conduct future repurchases at all. (Section1256 Contracts) generally is treated as 60% long-term capital gain or loss and 40% short-term capital gain or loss. Such a short fall would have negative impacts on the Fund, including an adverse impact on the Funds ability to pay for redemptions of Shares by Shareholders, pay distributions or to meet expenses The Fund is expected to imposes certain general and specific responsibilities on persons who are fiduciaries with respect to an ERISA Plan, including prudence, diversification, an obligation not to engage in a prohibited transaction and other standards. The following table sets forth information about the Funds outstanding Shares as of [ ]: The Fund is offered on a continuous basis. Department (the Treasury) and the IRS have the authority to issue regulations expanding the application of these rulesto derivatives with respect to debt instruments and/or stock in corporations that are not pass-thru entities. three-to-seven years into its investment period and has deployed a significant portion of its capital into portfolio companies, these investments are viewed as more received a distribution equal to the amount payable to them in cash as a distribution had the Shareholder not participated in the DRIP. Fiduciaries of ERISA Plan Shareholders may be required to represent that the decision to invest in the Fund was made by them as fiduciaries that are tax (at a 30% rate) on payments of amounts treated as dividends for U.S. federal income tax purposes made to certain non-U.S. entities (including financial intermediaries) that fail to comply (or be deemed Infrastructure Investment Needs, June 2018. rulesprescribed by ERISA and related provisions of the Code. the foregoing, any capital loss realized by a Shareholder will be disallowed to the extent the Shares repurchased or transferred by the Fund are replaced (including through reinvestment of dividends) either with Shares or substantially identical which tend to render them more vulnerable to competitors actions and changing market conditions, as well as general economic downturns; generally, are more likely to depend on the management talents and efforts of a small group of persons; In addition, all or a portion The Sub-Advisers Chief Compliance Officer, as applicable, shall retain the Primary Investments may be heavily negotiated and may create additional transaction costs for the Fund. (2), Joint Code of Ethics of the Registrant and the Adviser. Expenses reflects operating expenses of the Investment Funds (e.g., management fees, administration fees and professional and other direct, fixed fees and expenses of the Investment Funds) after refunds, excluding any performance-based fees The Fund will not hold an initial closing until at least $25,000,000 in subscriptions have been received by the Fund. private market commitments are reflected in the Funds NAV. MayI reinvest my cash distributions in additional Shares? Each Shareholder has the right to cast a number of votes equal to the number of Shares held by such Shareholder at a meeting The Chairperson of the Nominatingand Governance Committee is [ ]. at any time. For instance, the Advisers may receive fees from certain Industrial Properties. Qualifications sector is also likely to remain pervasive and unpredictable and, for political reasons, governments may attempt to take actions which may negatively affect the operations, revenue, profitability or contractual relationships of infrastructure The Fund, however, may make distributions on a more frequent basis to comply with the distribution requirements of the Code, in all events in a manner consistent with the provisions of the 1940 Act. interest or incentive allocation generally equal to 20% of the net profits earned by the Investment Fund that it manages, typically subject to a preferred return. No Shareholder will have the Over time, the allocation ranges and commitment strategy may be adjusted based on the Advisers analysis of the private markets, the Funds existing portfolio at the relevant Please see StepStones website at www.stepstonegroup.com for the most up-to-date information. The lease or concession may also contain clauses more favorable to the government counterparty than a typical commercial contract. Any expenses of the DRIP will be borne by the Fund. Bank Holding Company Act of 1956, as amended, certain Federal Communications Commission regulations, or ERISA (as hereinafter defined) (collectively, Special Laws or Regulations), and the Fund determines that the Shareholder is likely to StepStone seeks to be engaged on RI issues where it has a board seat or limited partner advisory committee membership. If the repurchase or transfer of a Shareholders Shares does not qualify for sale or exchange treatment, the Shareholder tracking commitments, capital calls, distributions, valuations, and other pertinent details, The Advisers will seek to use a range of techniques to reduce the risk associated with the commitment strategy. advised by the Advisers and their affiliates, Other Accounts). To invest in ClassT Shares, ClassS Shares or ClassD Shares of the Fund, a The holding period for most value-add infrastructure typically ranges from. Additionally, the energy sector is a highly regulated industry both domestically and internationally which can also have a material impact on the investments in this sector. provided to the IRS. A RESULT OF THE FUNDS INVESTMENT IN ANY INVESTMENT FUND (OR OTHER ENTITY) THAT IS PROPERLY CLASSIFIED AS A PARTNERSHIP OR DISREGARDED ENTITY FOR U.S. FEDERAL INCOME TAX PURPOSES (AND NOT AN ASSOCIATION OR PUBLICLY TRADED PARTNERSHIP TAXABLE AS qualify for sale or exchange treatment, the Shareholder may be treated as having received, in whole or in part, a taxable dividend, a tax-free return of capital or taxable capital gain, depending on To operate in a manner Funds investments, payment obligations and financing terms may be based on floating rates, such as certain London Interbank Offer Rates (collectively, LIBOR), Euro Interbank Offered Rate and other similar types of reference rates This expertise Clients of the Sub-Adviser, outside of the Fund, are permitted to place reasonable restrictions on the Sub-Advisers voting authority in the same manner that they may place such restrictions on the actual selection of account securities. If the RICs failure to satisfy the asset diversification test at the end of the quarter is due to the ownership of assets exceptional cases because any individual present in the United States for more than 182 days during the taxable year is generally treated as a resident for U.S. income tax purposes; in that case, he or she would be subject to U.S. income tax on his As a result, an Investment Managers valuation of the securities may fail to match the amount ultimately realized with respect to the disposition of such Applicable Treasury regulations allow RICs to pass It is expected that the Fund will qualify for treatment as a RIC under the Code. The Codes are on file with the SEC and are available to the public. outlined above: Allocating the assets of the Fund largely among Infrastructure Assets via Secondary Investments, Co-Investments, and to a modest extent, investments in Primary Investments, including Seasoned Primaries. In addition, StepStone wholly owns the Adviser. StepStone Group Inc. is listed and trades on the Nasdaq Global Select Market under the trading symbol STEP. Shares will generally be offered for purchase on each business day, except that Shares may be offered more or less frequently The Fund may pay distributions in significant part from sources that may not be available in the future and The Board, in its sole discretion, will determine the number of Shares that the Fund will offer to repurchase (the In addition to research, the Research Providers could provide vote execution, reporting and recordkeeping. StepStone Group Completes Acquisition of Greenspring (ii)the RICs failure to satisfy the asset diversification test is due to reasonable cause and not due to willful neglect; and (iii)within six months of the last day of the quarter in which the RIC identifies that it failed the All distribution policies will abide by standards required to qualify the Fund as a regulated investment company the Fund may invest specifically. For example, the Fund, the Advisers,Investment Funds or portfolio companies or investment vehicles managed or sponsored by the Advisers or Investment In consideration of the advisory and other services provided by the Adviser to the Fund, the Fund will pay an annual A financial intermediary may sponsor, organize, promote or otherwise become involved with other opportunities to invest FormW-8ECI,IRS FormW-8IMY or IRS FormW-8EXP, or an acceptable substitute or successor form). (SIRA) is the dedicated team within StepStone that is responsible for devising, implementing, and overseeing the infrastructure investment strategy of the firm, including the Funds strategy. managers with an active and strategic opportunity to add value directly to an investment with the objective of increasing returns or reducing risk. through the Funds investments in the underlying assets, including any fees and expenses charged by the Investment Managers (including management fees, performance or incentive fees and redemption or withdrawal fees, however titled or Trustees shall possess such experience, qualifications, attributes, skills and diversity so as to enhance the Boards ability to manage and direct the affairs and business of the Fund, including, when applicable, to enhance the ability of procedures that were designed to require that all investment allocation decisions made by the investment team are being made fairly and equitably among Related Investment Accounts over time. Such restrictions may adversely affect the returns of On non-routine matters, the Sub-Adviser will outstanding Shares at NAV, pursuant to Rule 23c-3 under the 1940 Act, unless such offer is suspended or postponed in accordance with regulatory requirements. SIRAs investment Fund may hold the relevant funds and investor application for processing in the next offering. investors should be aware that the general risks of investing in real estate may be magnified. No assurance can be given that the While the Sub-Adviser may review and utilize committees of the Board and recommends such qualified individuals for nomination by the Funds Independent Trustees as candidates for election as Independent Trustees, advises the Board with While most Infrastructure Assets benefit in some way from defensive reinvestment. When the Fund takes Government securities, of issuers engaged in any single industry (for purposes of this restriction, the Funds investments in Private Market Assets are not deemed to be investments in a single industry); provided, however, that the Fund will, activities of the Advisers and their affiliates and their principals, partners, members, directors, officers or employees may give rise to conflicts of interest other than those described above. a number of factors such as the location of the property, the ability of the management team, the level of mortgage interest rates, the presence of competing properties, adverse economic conditions in the locale, oversupply and rent control laws or In particular, because of the long time-lag between the Certain force majeure events (such as war or an outbreak of an infectious disease) could have a broader negative impact on the world economy and international business activity generally, or in any of the countries in which Because of differing class fees and expenses, the per The portfolio will be diversified by industry sector, investment stage and size and geography and allocated strategically by StepStone, one of the largest investment firms that Set forth below is the number of holders of securities of the Registrant as of [ ]: Reference is made to Article[5.2] of the Funds Agreement and Declaration of Trust filed as Exhibit(a)(3) to denominated, and costs associated with conversion of investment principal and income from one currency into another; (ii)differences in conventions relating to documentation, settlement, corporate actions, stakeholder rights and other matters; operations, and neither purports to be a complete analysis of all relevant tax rulesand considerations, nor does it purport to be a complete listing of all potential tax risks inherent in making an investment in the Fund. See Investment Program Leverage., Other Expenses include all other expenses incurred by the Fund, such as its organizational and offering StepStone Group Inc is a private market investment firm. more than 9.7billion people.11 An increasing population is likely to increase demand for services, increase infrastructure usage, expand seasons of consumption for certain goods and services As filed with the Securities and Exchange Commission on December23, 2022, REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940, (Exact name of Registrant as specified in Charter), Registrants Telephone Number, including Area Code: (704) 215-4300. Further, ordinary operation or occurrence of an accident with respect to a Co-Investment could cause significant damage to the environment or harm to The Fund intends to rely heavily on purchases of Secondary Investments where all or a substantial portion of the capital has