Stilman Randy M. 4
4 · Hamilton Lane INC · Filed Mar 18, 2019
Insider Transaction Report
Form 4
Stilman Randy M.
CFO and Treasurer
Transactions
- Award
Class A Common Stock
2019-03-14+3,560→ 36,365 total - Other
Class B Common Stock
2019-03-14$0.00/sh−40,580$41→ 557,429 total - Other
Class C Units
2019-03-14$45.65/sh−109,420$4,995,023→ 0 total(indirect: See footnote)→ Class A Common Stock (109,420 underlying) - Tax Payment
Class A Common Stock
2019-03-14$43.55/sh−2,527$110,051→ 33,838 total - Other
Class B Units
2019-03-14$45.65/sh−40,580$1,852,477→ 557,429 total(indirect: See footnote)→ Class A Common Stock (40,580 underlying)
Footnotes (7)
- [F1]Shares issued to the reporting person pursuant to an award of restricted stock under the Issuer's 2017 Equity Incentive Plan. The shares vest in four equal annual installments.
- [F2]Shares delivered to the issuer for the payment of withholding taxes due upon the vesting of previously granted restricted stock awards.
- [F3]The reporting person exchanged Class B Units (and corresponding shares of Class B common stock) with the Issuer pursuant to an exchange agreement (the "Exchange Agreement") entered into at the time of and in connection with a reorganization incident to the Issuer's initial public offering. At the Issuer's election, the exchange was settled in cash.
- [F4]The 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.
- [F5]Pursuant to the Exchange Agreement, the Class B Units and Class C 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 and Class C Units of HLA do not have an expiration date.
- [F6]Held on behalf of the reporting person by HL Management Investors, LLC.
- [F7]The reporting person exchanged Class C Units with the Issuer pursuant to the Exchange Agreement. At the Issuer's election, the exchange was settled in cash.