SEC Form 3 · accession 0001433642-18-000126

Hamilton Lane INC · HLNE

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

10% Owner

Period of report

Dec 13, 2018

Accepted (ET)

Dec 14, 2018 · 4:20 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001433642

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class B Common Stock^F1,F2	holding	—	—		—	363,648	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Units^F2,F3	—	holding	—	—	—	—	—	Class A Common Stock	363,648	—	D

F1The 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.
F2Upon termination of the 2008 Grantor Retained Annuity Trust of Mario Giannini, half of the trust's holdings were transferred to the reporting person as beneficiary, including 363,648 shares of Class B common stock and 363,648 Class B Units. On December 13, 2018, the reporting person became a member of a group that beneficially owns more than 10% of the Issuer's Class A common stock.
F3Pursuant to an Exchange Agreement entered into in connection with a reorganization incident to the Issuer's initial public offering, the Class B Units of Hamilton Lane Advisors, L.L.C. ("HLA") 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 of HLA do not have an expiration date.

The reporting person is a member of a group that beneficially owns more that 10% of the Issuer's Class A common stock.