Hamilton Lane INC·4

Jun 2, 5:01 PM ET

Kramer Andrea Anigati 4

4 · Hamilton Lane INC · Filed Jun 2, 2026

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Hamilton Lane (HLNE) COO Andrea Kramer Anigati Receives Stock Award

What Happened
Andrea Kramer Anigati, Chief Operating Officer of Hamilton Lane (HLNE), reported two acquisitions on a Form 4. On 2026-05-29 she was granted 3,543 Class A restricted shares at $0.00 (award, immediate cash value $0). On 2026-03-31 she acquired 62 Class A shares under the company’s Employee Share Purchase Plan at $84.89 per share (total cost $5,263). The March purchase is a routine ESPP acquisition; the May transaction is a restricted stock award that vests over time.

Key Details

  • Transactions reported: 62 shares purchased on 2026-03-31 at $84.89/share (total $5,263); 3,543 shares granted on 2026-05-29 at $0.00/share.
  • Vesting/award terms: The 3,543 Class A shares were issued as restricted stock under the 2017 Equity Incentive Plan and vest in four equal annual installments beginning May 29, 2027 (footnote F4).
  • ESPP note: The 62 shares were acquired under the Employee Share Purchase Plan in a transaction exempt under Rule 16b-3(d) (footnote F1).
  • Holdings context: Filing references additional holdings including unvested restricted stock (F2) and 17,913 Class A shares held in an IRA previously reported as indirectly owned (F3). Some shares are held on the reporting person’s behalf by HL Management Investors, LLC (F10). The filing also notes the reporting person is part of a group that beneficially owns more than 10% of the company’s Class A shares.
  • Filing/timeliness: Form 4 was filed on 2026-06-02 covering transactions dated 2026-03-31 and 2026-05-29. The 05/29 grant was filed within the typical two-business-day window (due 6/2); the 03/31 ESPP purchase appears to have been reported later than the two-business-day deadline.

Context
Restricted-stock awards (like the 3,543 shares) are not immediate cash sales — they vest over time and are tied to continued service. ESPP purchases are routine employee acquisitions and generally viewed as orderly buys rather than opportunistic insider buying. The filing’s note that the reporting person is in a group owning >10% highlights a substantial insider stake, which is separate from these routine award/purchase transactions.

Insider Transaction Report

Form 4
Period: 2026-05-29
Kramer Andrea Anigati
Chief Operating Officer10% Owner
Transactions
  • Award

    Class A Common Stock

    [F1][F2][F3]
    2026-03-31$84.89/sh+62$5,26382,524 total
  • Award

    Class A Common Stock

    [F4][F2][F3]
    2026-05-29+3,54386,067 total
Holdings
  • Class B Common Stock

    [F5]
    135,970
  • Performance Stock

    [F6]
    Class A Common Stock (5,435 underlying)
    5,435
  • Performance Stock

    [F7]
    Class A Common Stock (2,033 underlying)
    2,033
  • Performance Stock

    [F8]
    Class A Common Stock (13,044 underlying)
    13,044
  • Class B Units

    [F9][F10]
    (indirect: See footnote)
    Class A Common Stock (135,970 underlying)
    135,970
  • Class C Units

    [F9][F10]
    (indirect: See footnote)
    Class A Common Stock (195,317 underlying)
    195,317
Footnotes (10)
  • [F1]These shares of Class A common stock, $0.001 par value per share (the "Class A Shares") were acquired pursuant to the Issuer's Employee Share Purchase Plan in a transaction that was exempt under Rule 16b-3(d).
  • [F10]Held on behalf of the reporting person by HL Management Investors, LLC.
  • [F2]Includes unvested restricted stock granted under the Issuer's 2017 Equity Incentive Plan.
  • [F3]Includes 17,913 Class A Shares held in an IRA previously reported as indirectly owned.
  • [F4]Class A Shares issued to the reporting person pursuant to an award of restricted stock under the Issuer's 2017 Equity Incentive Plan. The award vests in four equal annual installments commencing on May 29, 2027.
  • [F5]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.
  • [F6]Each share of performance stock represents a contingent right to receive one Class A Share. The performance stock vests upon the Issuer's Class A Shares achieving a specified price per share. The performance period of the performance stock ends on September 16, 2031.
  • [F7]Each share of performance stock represents a contingent right to receive one Class A Share of the Issuer. The performance stock vests at the end of the performance period if the Issuer's Class A Shares achieves a specified growth rate of TSR over the performance period. The performance period of the performance stock ends on September 16, 2030.
  • [F8]Each share of performance stock represents a contingent right to receive one Class A Share. The performance stock vests upon the Issuer's Class A Shares achieving a specified price per share. The performance period of the performance stock ends on September 16, 2029.
  • [F9]Pursuant to an Exchange Agreement entered into in connection with a reorganization incident to the Issuer's initial public offering, 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 Class A Shares 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.
Signature
/s/ Lauren Platko, attorney-in-fact|2026-06-02

Documents

1 file
  • 4
    wk-form4_1780434107.xmlPrimary

    FORM 4