Hamilton Lane INC 4
4 · Hamilton Lane INC · Filed Mar 8, 2017
Insider Transaction Report
Form 4
SEXTON O GRIFFITH
Director10% Owner
Transactions
- Other
Class B Common Stock
2017-03-06$0.00/sh+1,191,233$1,191→ 1,191,233 total(indirect: See footnote) - Other
Class B Units
2017-03-06$0.00/sh+1,191,233$1,191→ 2,382,466 total(indirect: See footnote)→ Class A Common Stock (1,191,233 underlying) - Other
Class B Common Stock
2017-03-06$0.00/sh+1,191,233$1,191→ 2,382,466 total(indirect: See footnote) - Other
Class B Units
2017-03-06+1,191,233→ 1,191,233 total(indirect: See footnote)→ Class A Common Stock (1,191,233 underlying)
Footnotes (4)
- [F1]In the reorganization (the "Reorganization") of Hamilton Lane Advisors, L.L.C. ("HLA") in connection with the Issuer's initial public offering (the "IPO"), shares of the Class B common stock of the Issuer, par value $0.001 per share, were issued and sold at par value to certain persons who held voting interests in HLA prior to the Reorganization. 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.
- [F2]The securities reported in this row are owned indirectly by The 2008 Sexton Des. Trust FBO Laura Sexton through HLA Investments, LLC. Mr. Sexton and Mrs. Barbara Sexton serve as trustees of this trust.
- [F3]The securities reported in this row are owned indirectly by The 2008 Sexton Des. Trust FBO Matthew Sexton through HLA Investments, LLC. Mr. Sexton and Mrs. Barbara Sexton serve as trustees of this trust.
- [F4]In the Reorganization, the voting interests of HLA held prior to the IPO were converted into Class B Units and the non-voting interests of HLA were converted into Class C Units. Pursuant to an Exchange Agreement entered into in connection with the Reorganization, the Class B Units and Class C Units of 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.