Hamilton Lane (HLNE) Co-CEO adds 14,375 Class A shares

Rhea-AI Filing Summary

Hamilton Lane Inc. Co-CEO Juan Delgado-Moreira reported an internal transfer of Class A common stock involving a trust. On February 6, 2026, a trust holding shares for his benefit transferred a gift of 14,375 Class A shares to him. After this gift, he directly beneficially owns 1,328,822 Class A shares, which includes unvested restricted stock granted under the 2017 Equity Incentive Plan. He also directly holds 544,000 shares of performance stock, each representing a contingent right to receive one Class A share if a specified share price is achieved before the performance period ends on September 16, 2031.

Insider Trade Summary

28,750 shares gifted

Mixed 3 txns

Insider Delgado-Moreira Juan

Role Co-Chief Executive Officer

Type	Security	Shares	Price	Value
Gift	Class A Common Stock	14,375	$0.00	--
Gift	Class A Common Stock	14,375	$0.00	--
holding	Performance Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 0 shares (Indirect, By Trust); Class A Common Stock — 1,328,822 shares (Direct); Performance Stock — 544,000 shares (Direct)

Footnotes (1)

1. These transactions involve a gift from the trust to the reporting person. These securities were held in trust for the benefit of the reporting person. Includes unvested restricted stock granted under the Issuer's 2017 Equity Incentive Plan. Each share of performance stock represents a contingent right to receive one share of Class A common stock. The performance stock vests upon the Issuer's Class A common stock achieving a specified price per share. The performance period of the performance stock ends on September 16, 2031.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Delgado-Moreira Juan

(Last) (First) (Middle)

C/O HAMILTON LANE INCORPORATED

110 WASHINGTON STREET, SUITE 1300

(Street)

CONSHOHOCKEN PA 19428

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hamilton Lane INC [ HLNE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	02/06/2026		G(1)		14,375	D	$0	0	I	By Trust(2)
Class A Common Stock	02/06/2026		G(1)	V	14,375	A	$0	1,328,822(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock	(4)							(4)	(4)	Class A Common Stock	544,000		544,000	D

Explanation of Responses:

1. These transactions involve a gift from the trust to the reporting person.

2. These securities were held in trust for the benefit of the reporting person.

3. Includes unvested restricted stock granted under the Issuer's 2017 Equity Incentive Plan.

4. Each share of performance stock represents a contingent right to receive one share of Class A common stock. The performance stock vests upon the Issuer's Class A common stock achieving a specified price per share. The performance period of the performance stock ends on September 16, 2031.

Remarks:

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/ Lauren Platko, attorney-in-fact	02/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Hamilton Lane (HLNE) report for its Co-CEO?

Hamilton Lane reported that Co-Chief Executive Officer Juan Delgado-Moreira received a gift of 14,375 Class A common shares from a trust. The transfer was coded as a gift transaction and moved shares from indirect trust ownership into his direct beneficial ownership.

How many Hamilton Lane Class A shares does Juan Delgado-Moreira own after this Form 4?

After the reported gift, Juan Delgado-Moreira beneficially owns 1,328,822 Class A common shares directly. This figure includes unvested restricted stock granted under Hamilton Lane’s 2017 Equity Incentive Plan, as disclosed in the Form 4 footnotes.

What does the gift transaction code G mean in the Hamilton Lane (HLNE) Form 4?

Transaction code G on the Form 4 indicates a bona fide gift. In this case, a trust that held Class A common shares for the benefit of Juan Delgado-Moreira gifted 14,375 shares to him, shifting the position from indirect to direct beneficial ownership.

What performance stock holdings does the Hamilton Lane Co-CEO report?

Juan Delgado-Moreira reports 544,000 shares of performance stock held directly. Each performance stock share is a contingent right to receive one Class A common share if Hamilton Lane’s stock reaches a specified price during a performance period ending September 16, 2031.

How are the trust-held Hamilton Lane shares described in the Form 4 footnotes?

The footnotes state that the securities were held in a trust for the benefit of Juan Delgado-Moreira. The reported transactions reflect a gift from this trust to him, reclassifying 14,375 Class A shares from indirect trust ownership to his direct beneficial ownership.

What is the relationship of Juan Delgado-Moreira to Hamilton Lane (HLNE)?

Juan Delgado-Moreira is disclosed as a director, Co-Chief Executive Officer, and a member of a group that beneficially owns more than 10% of Hamilton Lane’s Class A common stock. This combination makes him both an executive and a significant beneficial owner.