Form 4: Hamilton Lane Executive Co-Chairman Rogers Sells Class A Shares in Underwritten Offering

Hartley R. Rogers, Executive Co-Chairman of Hamilton Lane, sold 10,255 shares of Class A Common Stock and exchanged Class B Units for cash, according to a Form 4 filing.

Summary

• Hartley R. Rogers, Executive Co-Chairman of Hamilton Lane, filed a Form 4 disclosing changes in beneficial ownership.
• On February 12, 2025, Rogers sold 10,255 shares of Class A Common Stock at $159 per share in a registered underwritten offering.
• He also exchanged 139,745 Class B Units (and corresponding shares of Class B common stock) with the Issuer, which was settled in cash.
• Following these transactions, Rogers directly owns 0 shares of Class A Common Stock and indirectly owns 6,760,922 shares of Class B Common Stock through HLA Investments, LLC.
• 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.
• Rogers is the manager of HRHLA, LLC, the managing member of HLA Investments, LLC, which directly owns the Class B common stock.
• Rogers is a member of a group that beneficially owns more than 10% of the Issuer's Class A common stock.

Sentiment

Score: 5

Explanation: The document is a standard SEC filing reporting transactions by a company insider. It doesn't inherently convey positive or negative sentiment, but rather provides factual information.

Industry Context

Form 4 filings are standard disclosures required by the SEC when insiders of a publicly traded company buy or sell the company's securities. This filing provides transparency into the transactions of Hamilton Lane's Executive Co-Chairman.

Related Party Transactions

• The exchange of Class B Units (and corresponding shares of Class B common stock) with the Issuer pursuant to an exchange agreement.

Stakeholder Impact

• The sale of shares by a key executive could be perceived negatively by some shareholders, while others may see it as a normal part of portfolio management.
• The exchange of Class B Units for cash impacts the company's capital structure.

Key Dates

Keywords

Form 4, Hamilton Lane, Rogers, Class A Common Stock, Class B Common Stock, Beneficial Ownership, Exchange Agreement, HLA Investments, HRHLA, Underwritten Offering