STOCK TITAN
  1. Home
  2. Sec-filings
  3. HLNE
  4. [Form 4] Hamilton Lane INC Insider Trading Activity

Hamilton Lane (HLNE) grants 675 Class A shares to accounting chief

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Carl Drew Thomas reported acquisition or exercise transactions in this Form 4 filing.

Hamilton Lane Inc.’s Chief Accounting Officer Carl Drew Thomas received a grant of 675 shares of Class A common stock as restricted stock under the company’s 2017 Equity Incentive Plan. The award vests in four equal annual installments starting on May 29, 2027, functioning as stock-based compensation rather than a market purchase.

After this grant and a correction of a prior overstatement by seven shares, Thomas directly beneficially owns 1,846 Class A shares, including unvested restricted stock. He also holds performance stock representing a contingent right to receive 1,356 Class A shares, which may vest based on total shareholder return performance through the period ending September 16, 2030.

Positive

  • None.

Negative

  • None.
Insider Carl Drew Thomas
Role Chief Accounting Officer
Type Security Shares Price Value
Grant/Award Class A Common Stock 675 $0.00 --
holding Performance Stock -- -- --
Holdings After Transaction: Class A Common Stock — 1,846 shares (Direct, null); Performance Stock — 1,356 shares (Direct, null)
Footnotes (1)
  1. Class A common stock, $0.001 par value per share (the "Class A Shares") issued to the reporting person pursuant to an award of restricted stock under the Issuer's 2017 Equity Incentive Plan. The award vests in four equal annual installments commencing on May 29, 2027. Includes unvested restricted stock granted under the Issuer's 2017 Equity Incentive Plan. Amount of securities beneficially owned reduced by seven (7) due to an inadvertent overstatement on the Form 4 filed on March 17, 2026. Each share of performance stock represents a contingent right to receive one Class A Share. The performance stock vests at the end of the performance period if the Issuer's Class A Shares achieve a specified growth rate of TSR over the performance period. The performance period of the performance stock ends on September 16, 2030.
Restricted stock grant 675 shares Class A common stock award on May 29, 2026
Grant price $0.0000 per share Transaction price for restricted stock award
Shares owned after grant 1,846 shares Total Class A shares beneficially owned directly after transactions
Performance stock underlying shares 1,356 shares Contingent right to receive Class A shares via performance stock
Correction to prior ownership 7 shares Reduction due to inadvertent overstatement on March 17, 2026 Form 4
Restricted stock vesting start May 29, 2027 First of four equal annual vesting dates
Performance period end September 16, 2030 End of performance period for performance stock TSR condition
restricted stock financial
"issued to the reporting person pursuant to an award of restricted stock under the Issuer's 2017 Equity Incentive Plan"
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.
2017 Equity Incentive Plan financial
"award of restricted stock under the Issuer's 2017 Equity Incentive Plan"
performance stock financial
"Each share of performance stock represents a contingent right to receive one Class A Share"
total shareholder return financial
"achieve a specified growth rate of TSR over the performance period"
Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.
beneficially owned financial
"Amount of securities beneficially owned reduced by seven (7)"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
Estimated average burden
hours per response:0.5
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*
Carl Drew Thomas
(Last)(First)(Middle)
C/O HAMILTON LANE INCORPORATED
110 WASHINGTON STREET, SUITE 1300
(Street)
CONSHOHOCKEN PENNSYLVANIA 19428
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Hamilton Lane INC [ HLNE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/29/2026A(1)675A$01,846(2)(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Stock(4) (4) (4)Class A Common Stock1,3561,356D
Explanation of Responses:
1. Class A common stock, $0.001 par value per share (the "Class A Shares") issued to the reporting person pursuant to an award of restricted stock under the Issuer's 2017 Equity Incentive Plan. The award vests in four equal annual installments commencing on May 29, 2027.
2. Includes unvested restricted stock granted under the Issuer's 2017 Equity Incentive Plan.
3. Amount of securities beneficially owned reduced by seven (7) due to an inadvertent overstatement on the Form 4 filed on March 17, 2026.
4. Each share of performance stock represents a contingent right to receive one Class A Share. The performance stock vests at the end of the performance period if the Issuer's Class A Shares achieve a specified growth rate of TSR over the performance period. The performance period of the performance stock ends on September 16, 2030.
Remarks:
/s/ Lauren Platko, attorney-in-fact06/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Hamilton Lane (HLNE) disclose about Carl Drew Thomas’s new shares?

Hamilton Lane disclosed that Chief Accounting Officer Carl Drew Thomas received 675 restricted Class A shares as an equity award. The grant was issued under the 2017 Equity Incentive Plan and vests in four equal annual installments beginning May 29, 2027.

How many Hamilton Lane (HLNE) shares does Carl Drew Thomas now beneficially own?

Following the reported transactions, Carl Drew Thomas beneficially owns 1,846 Class A shares directly. This total includes unvested restricted stock and reflects a reduction of seven shares to correct an earlier overstatement on a prior Form 4 filing.

What are the terms of the 675-share restricted stock award at Hamilton Lane (HLNE)?

The 675 Class A shares were granted as restricted stock with a vesting schedule over four years. The award vests in four equal annual installments starting May 29, 2027, and was issued at a stated price of $0.0000 per share under the 2017 Equity Incentive Plan.

What is the performance stock position reported for Hamilton Lane (HLNE)’s Carl Drew Thomas?

Thomas holds performance stock representing a contingent right to receive 1,356 Class A shares. These shares vest only if the company’s Class A shares achieve a specified total shareholder return growth rate over a performance period ending on September 16, 2030.

Did Hamilton Lane (HLNE) correct any prior share count for Carl Drew Thomas?

Yes. The filing notes that Thomas’s beneficial ownership was reduced by seven shares. This adjustment corrects an inadvertent overstatement reported on a Form 4 filed on March 17, 2026, aligning the current share count with the accurate holdings.

Is the 675-share transaction for Hamilton Lane (HLNE) an open-market purchase or a grant?

The 675-share transaction is a grant, not an open-market purchase. It is coded as an “A” transaction, described as a grant or award acquisition, with a transaction price of $0.0000 per share under the company’s 2017 Equity Incentive Plan.