Hamilton Lane director awarded 977 Class A shares
Hamilton Lane INC (symbol: HLNE) is the issuer of record for a Form 4 filing submitted to the SEC.
Rhea-AI Filing Summary
Hamilton Lane INC (symbol: HLNE) is the issuer of record for a Form 4 filing submitted to the SEC. SCHMERTZLER MICHAEL reported acquisition or exercise transactions in this Form 4 filing.
Hamilton Lane Inc. (HLNE) director and more-than-10% beneficial owner Michael Schmertzler received an award of 977 shares of Class A common stock on September 16, 2026 as restricted stock for his board service, at a stated price of $0.00 per share. The award was granted under Hamilton Lane’s Amended and Restated 2017 Equity Incentive Plan and vests one year from the grant date. Schmertzler is also reported as holding 600,000 shares of Class B common stock directly and 600,000 Class B Units of Hamilton Lane Advisors, L.L.C. indirectly through HLA Investments, LLC, each Class B Unit being exchangeable one-for-one into Class A common stock or, at the issuer’s election, for cash. The Class B common stock carries ten votes per share but only par value on liquidation or exchange, and the Class B Units have no expiration date. No transactions were reported under a Rule 10b5-1 trading plan.
Positive
- None.
Negative
- None.
Insider Trade Summary
Grant/Award: 977 shares
Grant/Award
3 txns
Insider
SCHMERTZLER MICHAEL
Role
Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Class A Common Stock F1 | 977 | $0.00 | $0.00 |
| holding | Class B Units F3, F4 | -- | -- | -- |
| holding | Class B Common Stock F2 | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 977 shares (Direct);
Class B Units — 600,000 contracts (Indirect, See footnote);
Class B Common Stock — 600,000 shares (Direct)
Footnotes (4)
- F1. Represents the number of shares issued to the reporting person pursuant to an award of restricted stock under the Issuer's Amended and Restated 2017 Equity Incentive Plan in consideration of the reporting person's service on the board of directors of the Issuer. The shares vest one year from the transaction date.
- F2. The Issuer 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. 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.
- F4. These securities are owned directly by HLA Investments, LLC.
Key Figures
Restricted Class A shares granted: 977 shares
Grant price per Class A share: $0.00 per share
Class A shares held after grant: 977 shares
+3 more
6 metrics
Restricted Class A shares granted
977 shares
Award of restricted stock for board service on September 16, 2026
Grant price per Class A share
$0.00 per share
Restricted stock award under the 2017 Equity Incentive Plan
Class A shares held after grant
977 shares
Total direct Class A common stock following the reported award
Class B common shares held
600,000 shares
Direct holdings of Class B common stock with ten votes per share
Class B Units underlying Class A
600,000 units / 600,000 underlying Class A shares
Indirect holdings via HLA Investments, LLC exchangeable one-for-one into Class A
Class B voting power
10 votes per share
Voting rights attached to Class B common stock
Key Terms
restricted stock, Amended and Restated 2017 Equity Incentive Plan, Class B Units, Exchange Agreement, +2 more
6 terms
restricted stock financial
"shares issued to the reporting person pursuant to an award of restricted stock"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
Amended and Restated 2017 Equity Incentive Plan financial
"pursuant to an award of restricted stock under the Issuer's Amended and Restated 2017 Equity"
Class B Units financial
"The Class B Units of Hamilton Lane Advisors, L.L.C. are exchangeable, on a one-for-one basis"
Exchange Agreement financial
"Pursuant to the Exchange Agreement, the Class B Units of Hamilton Lane Advisors, L.L.C."
A written deal in which two parties agree to swap assets, securities or obligations under set terms—think of it as a formal swap or trade contract. For investors it matters because such agreements can change who owns what, alter a company’s capital structure, affect future cash flows or dilute existing shares, and therefore influence value and risk in a straightforward, contract-driven way.
par value financial
"right to receive the par value of such stock upon liquidation, dissolution or exchange"
Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.
beneficially owns financial
"member of a group that beneficially owns more than 10% of the Issuer's Class A"
Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Hamilton Lane (HLNE) insider Michael Schmertzler acquire in this Form 4?
He received an award of 977 shares of Class A common stock as restricted stock for his service on Hamilton Lane’s board of directors. The filing states the shares were issued at a price of $0.00 per share under the company’s 2017 Equity Incentive Plan.
Are the reported HLNE Class B Units subject to expiration?
No. The filing states that the Class B Units do not have an expiration date. They are exchangeable on a one-for-one basis into Class A common stock or, at Hamilton Lane’s election, for cash, with the corresponding Class B common shares redeemed at par value and cancelled upon exchange.
Were Hamilton Lane (HLNE) insider transactions made under a Rule 10b5-1 plan?
No. The Form 4 indicates that the Rule 10b5-1 checkbox is not selected, so no Rule 10b5-1 trading plan is reported for the transactions and holdings disclosed in this filing.
AI-generated analysis. How Rhea-AI works. Not financial advice.
