Hamilton Lane Inc. Files 8-K

TL;DR

HLNE filed an 8-K on March 7th for an event on March 4th, mostly financial exhibits.

AI Summary

Hamilton Lane Inc. filed an 8-K on March 7, 2024, reporting an event that occurred on March 4, 2024. The filing primarily concerns financial statements and exhibits, with no specific material events detailed in the provided text.

Why It Matters

This filing indicates Hamilton Lane Inc. is providing updated financial information or exhibits to the SEC, which could be relevant for investors monitoring the company's financial health and disclosures.

Risk Assessment

Risk Level: low — The filing is a standard 8-K for financial statements and exhibits, not indicating any immediate material adverse events.

Key Players & Entities

• Hamilton Lane Inc. (company) — Registrant
• 110 Washington Street, Suite 1300 (address) — Principal executive offices
• Conshohocken, PA 19428 (address) — Principal executive offices
• March 4, 2024 (date) — Date of earliest event reported
• March 7, 2024 (date) — Date of report

FAQ

Key Financial Figures

• $0.001 — which registered Class A Common Stock, $0.001 par value per share HLNE The Nasdaq Sto
• $108.00 — ompany at a price to the Underwriter of $108.00 per share in a registered public offeri
• $201.7 million — nerated net proceeds for the Company of $201.7 million and net proceeds for the selling stockh
• $5.9 million — proceeds for the selling stockholder of $5.9 million. The Company intends to use the proceed

Filing Documents

• hlne-20240304.htm (8-K) — 33KB
• exhibit11-underwritingagre.htm (EX-1.1) — 329KB
• exhibit51opinion.htm (EX-5.1) — 9KB
• 0001433642-24-000022.txt ( ) — 560KB
• hlne-20240304.xsd (EX-101.SCH) — 2KB
• hlne-20240304_lab.xml (EX-101.LAB) — 22KB
• hlne-20240304_pre.xml (EX-101.PRE) — 13KB
• hlne-20240304_htm.xml (XML) — 3KB

01. Other Events

Item 8.01. Other Events. On March 4, 2024, Hamilton Lane Incorporated (the "Company"), Hamilton Lane Advisors, L.L.C. ("HLA") and a selling stockholder entered into an underwriting agreement (the "Underwriting Agreement") with Morgan Stanley & Co. LLC (the "Underwriter") relating to the sale of 1,922,322 shares of Class A common stock, par value $0.001 per share ("Class A Common Stock"), of the Company at a price to the Underwriter of $108.00 per share in a registered public offering (the "Offering"). The Offering closed on March 7, 2024. The Company issued and sold 1,867,322 shares of Class A Common Stock, and the selling stockholder sold 55,000 shares of Class A Common Stock in the Offering. The Offering generated net proceeds for the Company of $201.7 million and net proceeds for the selling stockholder of $5.9 million. The Company intends to use the proceeds to settle in cash exchanges of membership units in HLA held by certain of its members. The Company did not receive any proceeds from the sale of shares by the selling stockholder. The Underwriting Agreement contains customary representations and warranties of the parties, and indemnification and contribution provisions under which the Company, HLA and the selling stockholder have agreed to indemnify the Underwriter against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the "Securities Act"). Pursuant to the Underwriting Agreement, the Company has agreed, subject to certain exceptions, not to sell or transfer any shares of Class A Common Stock or any securities convertible into or exercisable or exchangeable for Class A Common Stock for 60 days after March 4, 2024 without first obtaining the written consent of the Underwriter. The foregoing description is a summary and is qualified in its entirety by reference to the complete text of the Underwriting Agreement filed as Exhibit 1.1 hereto and incorporated herein by reference. The Offering was made pursuant to an

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 1.1 Underwriting Agreement, dated March 4, 2024, among the Company, HLA, Morgan Stanley & Co. LLC and the selling stockholder referenced therein 5.1 Opinion of Faegre Drinker Biddle & Reath LLP, dated March 7, 2024 23.1 Consent of Faegre Drinker Biddle & Reath LLP (contained in Exhibit 5.1 above) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. HAMILTON LANE INCORPORATED Date: March 7, 2024 By: /s/ Lydia A. Gavalis Name: Lydia A. Gavalis Title: General Counsel and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR