SCHEDULE 13D

CUSIP No.

1

Name of reporting person

STAR EQUITY HOLDINGS, INC.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 5,969,762.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 5,969,762.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

5,969,762.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

13

Percent of class represented by amount in Row (11)

5.4 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

STAR OPERATING COMPANIES, INC.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 5,969,762.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 5,969,762.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

5,969,762.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

13

Percent of class represented by amount in Row (11)

5.4 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

STAR EQUITY FUND, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 5,969,762.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 5,969,762.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

5,969,762.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

13

Percent of class represented by amount in Row (11)

5.4 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

STAR EQUITY FUND GP, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 5,969,762.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 5,969,762.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

5,969,762.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

13

Percent of class represented by amount in Row (11)

5.4 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

STAR INVESTMENT MANAGEMENT, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

6

Citizenship or place of organization

CONNECTICUT

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 5,969,762.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 5,969,762.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

5,969,762.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

13

Percent of class represented by amount in Row (11)

5.4 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

STAR VALUE INVESTMENTS, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 5,969,762.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 5,969,762.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

5,969,762.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

13

Percent of class represented by amount in Row (11)

5.4 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No.

1

Name of reporting person

JEFFREY E. EBERWEIN

2

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 5,969,762.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 5,969,762.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

5,969,762.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

13

Percent of class represented by amount in Row (11)

5.4 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The following constitutes Amendment No. 2 ("Amendment No.2") to the Schedule 13D filed by the undersigned on January 22, 2026 (as previously amended, the "Schedule 13D"). This Amendment No. 2 amends the Schedule 13D as specifically set forth herein.

SCHEDULE 13D

Item 1.

Security and Issuer

(a)

Title of Class of Securities:

Common Stock, no par value

(b)

Name of Issuer:

GEE GROUP INC.

(c)

Address of Issuer's Principal Executive Offices:

7751 BELFORT PARKWAY, SUITE 150, JACKSONVILLE, FLORIDA , 32256.

Item 4.

Purpose of Transaction

Item 4 is hereby amended to add the following: On April 29, 2026, Star Equity Fund issued a press release ("April 29th Press Release") calling on GEE Group's Management (the "Management") and the Issuer's board of directors (the "Board") to negotiate revised employment agreements for CEO Derek Dewan, CFO Kim Thorpe, and COO Alex Stuckey removing the value-destroying, excessive severance and the exceptionally anti-shareholder change in control ("CIC") provisions. Star Equity Fund additionally articulated its belief that the the CIC provisions are not only escessive but actively impede the Board's ability to run a clean, competative, and value maximizing sales process. Star Equity Fund also called for the Board to work to remove all impediments to running a robust sale process. Star Equity Fund concluded the April 29th Press Release, declaring that they remain ready to constructively engage with the Board to help maximize value for all stockholders. The foregoing description of the April 29th Press Release is qualified in its entirety by reference to the full text of the April 29th Press Release, which is attached hereto as Exhibit 99.1, and incorporated herein by reference.

Item 7.

Material to be Filed as Exhibits.

Item 7 is hereby amended to add the following exhibit: Exhibit 99.1 - Press Release dated April 29, 2026.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

STAR EQUITY HOLDINGS, INC.

Signature:	/s/ Jeffrey E. Eberwein
Name/Title:	Jeffrey E. Eberwein, Chief Executive Officer
Date:	04/29/2026

STAR OPERATING COMPANIES, INC.

Signature:	/s/ Richard K. Coleman, Jr.
Name/Title:	Richard K. Coleman, Jr., Chief Executive Officer
Date:	04/29/2026

STAR EQUITY FUND, LP

Signature:	/s/ Jeffrey E. Eberwein
Name/Title:	Jeffrey E. Eberwein, Manager of Star Equity Fund GP, LLC, the general partner of Star Equity Fund LP
Date:	04/29/2026

STAR EQUITY FUND GP, LLC

Signature:	/s/ Jeffrey E. Eberwein
Name/Title:	Jeffrey E. Eberwein, Manager
Date:	04/29/2026

STAR INVESTMENT MANAGEMENT, LLC

Signature:	/s/ Jeffrey E. Eberwein
Name/Title:	Jeffrey E. Eberwein, Manager
Date:	04/29/2026

STAR VALUE INVESTMENTS, LLC

Signature:	/s/ Richard K. Coleman, Jr.
Name/Title:	Richard K. Coleman, Jr., CEO of Star Operating Companies, Inc., the sole member of Star Value Investments, LLC
Date:	04/29/2026

JEFFREY E. EBERWEIN

Signature:	/s/ Jeffrey E. Eberwein
Name/Title:	Jeffrey E. Eberwein
Date:	04/29/2026