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Hamilton Lane co-CEO gifts 50,000 Class A shares

Hamilton Lane’s Co-CEO shifted 50,000 Class A shares to a family entity and retains large direct and performance-based equity holdings.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Hamilton Lane INC (HLNE) reports that Co-Chief Executive Officer Juan Delgado-Moreira made internal equity transfers on September 10, 2026. He gifted 50,000 Class A shares from his direct holdings to an entity wholly-owned by him and his spouse, which now holds those 50,000 shares indirectly for him. After the transfer, he directly owns 1,326,134 Class A shares, including unvested restricted stock under the 2017 Equity Incentive Plan, and indirectly owns 50,000 shares through the entity. He also holds performance stock representing 544,000 underlying Class A shares, which vest only if specified share-price targets are met before the performance period ends on September 16, 2031. No Rule 10b5-1 trading plan is reported for these transactions.

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Negative

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Insider Delgado-Moreira Juan
Role Co-Chief Executive Officer
Type Security Shares Price Value
Gift Class A Common Stock F1, F2 50,000 $0.00 $0.00
Gift Class A Common Stock F1, F3 50,000 $0.00 $0.00
holding Performance Stock F4 -- -- --
Holdings After Transaction: Class A Common Stock — 1,326,134 shares (Direct); Class A Common Stock — 50,000 shares (Indirect, See footnote.); Performance Stock — 544,000 contracts (Direct)
Footnotes (4)
  1. F1. This transaction involves a gift from the reporting person to an entity wholly-owned by the reporting person and his spouse.
  2. F2. Includes unvested restricted stock granted under the Issuer's 2017 Equity Incentive Plan.
  3. F3. These securities are held by an entity wholly-owned by the reporting person and his spouse.
  4. F4. 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.
Gifted shares 50,000 shares Bona fide gift of Class A Common Stock on September 10, 2026
Direct Class A holdings after transfer 1,326,134 shares Direct Class A Common Stock owned after September 10, 2026 transactions, including unvested restricted stock
Indirect Class A holdings 50,000 shares Class A shares held by an entity wholly-owned by the reporting person and spouse
Performance stock underlying shares 544,000 shares Underlying Class A Common Stock represented by performance stock held directly
Performance stock period end September 16, 2031 End of performance period for vesting of performance stock
Total gifted shares reported 100,000 shares Aggregate of two bona fide gift entries (50,000 disposed directly, 50,000 acquired indirectly) in the transaction summary
bona fide gift regulatory
"The transaction code is reported as a bona fide gift."
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
Performance stock financial
"Each share of performance stock represents a contingent right to receive"
unvested restricted stock financial
"Includes unvested restricted stock granted under the Issuer's 2017"
2017 Equity Incentive Plan financial
"granted under the Issuer's 2017 Equity Incentive Plan."
beneficially owns more than 10% regulatory
"member of a group that beneficially owns more than 10% of the Issuer's"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity transfer did Hamilton Lane (HLNE) Co-CEO Juan Delgado-Moreira report?

He reported a bona fide gift transfer of 50,000 Class A Common shares on September 10, 2026, from his direct holdings to an entity wholly-owned by him and his spouse, changing the form of ownership from direct to indirect.

How many Hamilton Lane (HLNE) shares does Delgado-Moreira own directly after the transactions?

After the transactions, Juan Delgado-Moreira directly owns 1,326,134 Class A Common shares. This total includes unvested restricted stock granted under Hamilton Lane’s 2017 Equity Incentive Plan.

What indirect holdings in HLNE does Delgado-Moreira report?

He reports 50,000 Class A Common shares held indirectly through an entity that is wholly-owned by him and his spouse. These shares were received as part of the bona fide gift on September 10, 2026.

What performance stock position in Hamilton Lane (HLNE) does Delgado-Moreira hold?

He holds performance stock tied to 544,000 underlying Class A shares. Each performance stock share is a contingent right to one Class A share, vesting only if specified share-price conditions are met before the performance period ends on September 16, 2031.

Were Hamilton Lane (HLNE) insider transactions under a Rule 10b5-1 plan?

No. The filing indicates no Rule 10b5-1 trading plan for these transactions; the plan-related checkbox is not marked, and there is no footnote stating that they were made under such a plan.

Does Delgado-Moreira still qualify as a 10% owner of Hamilton Lane (HLNE)?

Yes. The filing notes he is a member of a group that beneficially owns more than 10% of Hamilton Lane’s Class A shares, in addition to serving as an officer and director.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
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*
Delgado-Moreira Juan

(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)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Co-Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/10/2026
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 Stock09/10/2026G(1)50,000D$01,326,134(2)D
Class A Common Stock09/10/2026G(1)V50,000A$050,000ISee footnote.(3)
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 Stock544,000544,000D
Explanation of Responses:
1. This transaction involves a gift from the reporting person to an entity wholly-owned by the reporting person and his spouse.
2. Includes unvested restricted stock granted under the Issuer's 2017 Equity Incentive Plan.
3. These securities are held by an entity wholly-owned by the reporting person and his spouse.
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 Shares.
/s/ Lydia Gavalis, attorney-in-fact09/14/2026
** 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)

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