Type | Sym | Class | Transaction | Value $ | Shares | Change % | Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | HLNE | Class B Common Stock | Other | -$450 | -450K | -100% | $0.00 | 0 | Mar 7, 2024 | Direct | F1, F2 |
transaction | HLNE | Class B Common Stock | Other | -$550 | -550K | -19.23% | $0.00 | 2.31M | Mar 7, 2024 | See footnote | F2, F3, F4 |
holding | HLNE | Class A Common Stock | 96.5K | Mar 7, 2024 | Direct |
Type | Sym | Class | Transaction | Value $ | Shares | Change % | Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | HLNE | Class B Units | Other | -$48.6M | -450K | -100% | $108.00 | 0 | Mar 7, 2024 | Class A Common Stock | 450K | Direct | F1, F5 | |
transaction | HLNE | Class B Units | Other | -$59.4M | -550K | -19.23% | $108.00 | 2.31M | Mar 7, 2024 | Class A Common Stock | 550K | See footnote | F3, F4, F5 |
Id | Content |
---|---|
F1 | 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. |
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. |
F3 | Mr. Giannini, through Hamilton Lane Advisors Inc., an S-corporation that is wholly owned by Mr. Giannini ("HLA Inc."), 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. |
F4 | Represents: 2,028,699 securities owned directly by HLA Inc.; and 283,632 securities owned directly by HLA Investments, LLC. |
F5 | Pursuant to the Exchange Agreement, the Class B Units of Hamilton Lane Advisors, L.L.C. 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 Executive Co-Chairman and a 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.