0001433642-19-000121.txt : 20190916
0001433642-19-000121.hdr.sgml : 20190916
20190916174714
ACCESSION NUMBER: 0001433642-19-000121
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190912
FILED AS OF DATE: 20190916
DATE AS OF CHANGE: 20190916
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Rogers Hartley R.
CENTRAL INDEX KEY: 0001577084
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38021
FILM NUMBER: 191095535
MAIL ADDRESS:
STREET 1: 830 CRESCENT CENTRE DRIVE
STREET 2: SUITE 610
CITY: FRANKLIN
STATE: TN
ZIP: 37067
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Hamilton Lane INC
CENTRAL INDEX KEY: 0001433642
STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282]
IRS NUMBER: 262482738
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0331
BUSINESS ADDRESS:
STREET 1: ONE PRESIDENTIAL BOULEVARD
STREET 2: 4TH FLOOR
CITY: BALA CYNWYD
STATE: PA
ZIP: 19004
BUSINESS PHONE: (610) 934-2222
MAIL ADDRESS:
STREET 1: ONE PRESIDENTIAL BOULEVARD
STREET 2: 4TH FLOOR
CITY: BALA CYNWYD
STATE: PA
ZIP: 19004
4
1
wf-form4_156867041789348.xml
FORM 4
X0306
4
2019-09-12
0
0001433642
Hamilton Lane INC
HLNE
0001577084
Rogers Hartley R.
C/O HAMILTON LANE INCORPORATED
ONE PRESIDENTIAL BLVD., 4TH FLOOR
BALA CYNWYD
PA
19004
1
1
1
0
Chairman
Class B Common Stock
2019-05-06
5
G
0
E
2634653
0
D
10538611
I
See footnote
Class B Common Stock
2019-09-12
4
J
0
421544
0.001
D
10117067
I
See footnote
Class A Common Stock
2019-09-12
4
S
0
78456
60.01
D
65533
D
Class B Units
2019-05-06
5
G
0
E
2634653
0
D
Class A Common Stock
2634653.0
10538611
I
See footnote
Class B Units
2019-09-12
4
J
0
421544
60.01
D
Class A Common Stock
421544.0
10117067
I
See footnote
In 2008, the reporting person contributed 25% of the membership interests in HRHLA, LLC ("HRHLA") to a grantor retained annuity trust. On May 6, 2019, those HRHLA interests were transferred in equal parts to trusts for the benefit of the reporting person's children. The transferred membership interests represent beneficial ownership of the Class B Units of Hamilton Lane Advisors, L.L.C. ("HLA") and the shares of Class B common stock listed in the table. The reporting person is deemed to indirectly beneficially own the transferred Class B units. Those, and the remaining 7,903,958 Class B Units (and corresponding shares of Class B common stock), continue to be reported in this Form 4 as owned directly by HLA Investments, LLC ("HLAI"). The reporting person is the manager of HRHLA, the managing member of HLAI.
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 HLAI. The reporting person is the manager of HRHLA, the managing member of HLAI.
These securities are owned directly by HLAI. Mr. Rogers is the manager of HRHLA, the managing member of HLAI.
The reporting person exchanged Class B Units (and corresponding shares of Class B common stock) with the Issuer pursuant to an exchange agreement entered into at the time of and in connection with a reorganization incident to the Issuer's initial public offering (the "Exchange Agreement"). At the Issuer's election, the exchange was settled in cash.
Sold by the reporting person in a registered underwritten offering pursuant to an underwriting agreement dated September 9, 2019.
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.
In addition to serving as an officer and director of the Issuer, the reporting person is a member of a group that beneficially owns more than 10% of the Issuer's Class A common stock.
/s/ Lydia Gavalis, attorney-in-fact
2019-09-16