SEC Form 4 · accession 0001288952-26-000011
Hamilton Lane INC · HLNE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Schmertzler
Director · 10% Owner
Period of report
Sep 16, 2026
Accepted (ET)
Sep 18, 2026 · 4:38 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001433642
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Sep 16, 2026 | A | 977 | $0.00 | A | 977 | D | |
| Class B Common StockF2 | holding | — | — | — | 600,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B UnitsF4,F3 | — | holding | — | — | — | — | — | Class A Common Stock | 600,000 | 600,000 | I |
Explanation of responses
- F1Represents the number of shares issued to the reporting person pursuant to an award of restricted stock under the Issuer's Amended and Restated 2017 Equity Incentive Plan in consideration of the reporting person's service on the board of directors of the Issuer. The shares vest one year from the transaction date.
- F2The Issuer Class B common stock does not carry economic value beyond the right to receive the par value of such stock upon liquidation, dissolution or exchange of those shares. However, the Class B common stock entitles its holder to ten votes per share on every matter submitted to the Issuer's stockholders for a vote.
- F3Pursuant to the Exchange Agreement, the Class B Units of Hamilton Lane Advisors, L.L.C. are exchangeable, on a one-for-one basis, for shares of Class A common stock or, at the Issuer's election, for cash. Upon exchange of a Class B Unit, the corresponding share of Class B common stock will be redeemed at par value and cancelled. The Class B Units do not have an expiration date.
- F4These securities are owned directly by HLA Investments, LLC.
Remarks
In addition to serving as a director of the Issuer, the reporting person is a member of a group that beneficially owns more than 10% of the Issuer's Class A common stock.