4//SEC Filing
Hamilton Lane INC 4
Accession 0001698450-17-000028
$HLNECIK 0001433642operating
Filed
Mar 7, 7:00 PM ET
Accepted
Mar 8, 4:59 PM ET
Size
12.8 KB
Accession
0001698450-17-000028
Insider Transaction Report
Form 4
Stilman Randy M.
CFO and Treasurer
Transactions
- Other
Restricted Class A Common Stock
2017-03-06+25,151→ 25,151 total - Award
Class B Units
2017-03-06+0→ 598,009 total(indirect: See footnote)→ Class A Common Stock (0 underlying) - Award
Class C Units
2017-03-06+0→ 461,334 total(indirect: See footnote)→ Class A Common Stock (0 underlying) - Other
Class B Common Stock
2017-03-06$0.00/sh+598,009$598→ 598,009 total(indirect: See footnote)
Footnotes (4)
- [F1]Represents the number of shares issued to the reporting person pursuant to an award of restricted stock under the Issuer's 2017 Equity Incentive Plan. The award was issued in substitution for existing awards of restricted interests in Hamilton Lane Advisors, L.L.C. ("HLA") that were issued annually in the years prior to the Issuer's initial public offering (the "IPO"), and the new award vests according to the same vesting schedule as the replaced awards: in four equal annual installments each March. Accordingly, one tranche will vest in 2017, one in 2018, one in 2019 and one in 2020.
- [F2]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.
- [F3]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.
- [F4]Held on behalf of the reporting person by HL Management Investors, LLC.
Documents
Issuer
Hamilton Lane INC
CIK 0001433642
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001433642
Filing Metadata
- Form type
- 4
- Filed
- Mar 7, 7:00 PM ET
- Accepted
- Mar 8, 4:59 PM ET
- Size
- 12.8 KB