4//SEC Filing
Rogers Hartley R. 4
Accession 0001433642-24-000036
CIK 0001433642other
Filed
Mar 10, 8:00 PM ET
Accepted
Mar 11, 8:40 PM ET
Size
13.5 KB
Accession
0001433642-24-000036
Insider Transaction Report
Form 4
Rogers Hartley R.
DirectorExecutive Co-Chairman10% Owner
Transactions
- Other
Class B Common Stock
2024-03-07$0.00/sh−369,850$370→ 6,900,667 total(indirect: See footnote) - Other
Class B Units
2024-03-07$108.00/sh−369,850$39,943,800→ 6,900,667 total(indirect: See footnote)→ Class A Common Stock (369,850 underlying) - Gift
Class B Units
2024-03-03−30,150→ 7,270,517 total(indirect: See footnote)→ Class A Common Stock (30,150 underlying) - Gift
Class B Common Stock
2024-03-03−30,150→ 7,270,517 total(indirect: See footnote)
Holdings
- 10,503
Class A Common Stock
Footnotes (5)
- [F1]Mr. Rogers gifted Class B Units to a charitable entity on March 3, 2024, which subsequently exchanged such 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.
- [F2]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. These securities are owned directly by HLA Investments, LLC ("HLAI"). The reporting person is the manager of HRHLA, LLC ("HRHLA"), the managing member of HLAI.
- [F3]These securities are owned directly by HLAI. Mr. Rogers is the manager of HRHLA, the managing member of HLAI.
- [F4]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.
- [F5]Pursuant to the Exchange Agreement, the Class B 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 do not have an expiration date.
Documents
Issuer
Hamilton Lane INC
CIK 0001433642
Entity typeother
Related Parties
1- filerCIK 0001577084
Filing Metadata
- Form type
- 4
- Filed
- Mar 10, 8:00 PM ET
- Accepted
- Mar 11, 8:40 PM ET
- Size
- 13.5 KB