HLNE / Hamilton Lane Incorporated - Arquivamentos da SEC, Relatório Anual, Declaração de Procuração

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPORATED (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2026 Hamilton Lane Incorpor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2026 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

HAMILTON LANE INCORPORATED INSIDER TRADING POLICIES AND PROCEDURES

Exhibit 19.1 September 2025 HAMILTON LANE INCORPORATED INSIDER TRADING POLICIES AND PROCEDURES (a) Introduction (b) Policy Statement on Insider Trading (c) Persons Covered by this Policy (d) Material Information (e) Non-Public Information (f) Identifying Material Non-Public Information (g) Noncompliance (h) Procedures to Implement the Policy Against Insider Trading •Security Procedures •Pre-Cleara

SUBSIDIARIES OF HAMILTON LANE INCORPORATED

SUBSIDIARIES OF HAMILTON LANE INCORPORATED Name of Subsidiary Jurisdiction/State of Incorporation 2020 Tactical Market Fund LP Delaware 2020 Tactical Market GP LLC Delaware Allegro GP LLC Delaware Allegro Investments I LP Delaware Allegro Investments II LP Delaware Alpha Z GP LLC Delaware Alpha Z II GP LLC Delaware Alpha Z III GP LLC Delaware Alpha Z IV GP LLC Delaware Alpha Z Private Equity Fund II L.

HAMILTON LANE INCORPORATED REPORTS FOURTH QUARTER AND FISCAL YEAR 2026 RESULTS

HAMILTON LANE INCORPORATED REPORTS FOURTH QUARTER AND FISCAL YEAR 2026 RESULTS CONSHOHOCKEN, PENN.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2026 Hamilton Lane Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2026 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38021 HAMILTON LANE INCO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 3, 2026 Hamilton Lane Inco

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 3, 2026 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2026 RESULTS

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2026 RESULTS CONSHOHOCKEN, PENN.

AMENDED AND RESTATED HAMILTON LANE INCORPORATED EMPLOYEE SHARE PURCHASE PLAN

EXHIBIT 10.2 AMENDED AND RESTATED HAMILTON LANE INCORPORATED EMPLOYEE SHARE PURCHASE PLAN Section 1. Purpose. The purpose of the Amended and Restated Hamilton Lane Incorporated Employee Share Purchase Plan is to provide employees of Hamilton Lane Incorporated and its Designated Subsidiaries with the opportunity to acquire a proprietary interest in the Company through the purchase of the Company’s

THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF

1 Exhibit 4.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT R

Hamilton Lane and Guardian Announce Long-Term Strategic Partnership

Hamilton Lane and Guardian Announce Long-Term Strategic Partnership Conshohocken, PA and New York, NY – November 3, 2025 – Leading private markets firm Hamilton Lane (Nasdaq: HLNE) and The Guardian Life Insurance Company of America® (“Guardian”), one of the nation’s largest life insurers and a leading provider of employee benefits, today announced an innovative, long-term strategic partnership.

AMENDED AND RESTATED HAMILTON LANE INCORPORATED 2017 EQUITY INCENTIVE PLAN Performance Stock Award Agreement

AMENDED AND RESTATED HAMILTON LANE INCORPORATED 2017 EQUITY INCENTIVE PLAN Performance Stock Award Agreement This Performance Stock Award Agreement (together with Exhibit A attached hereto, this “Agreement”) is entered into as of the Grant Date (as defined below), by and between the Grantee (as defined below) and Hamilton Lane Incorporated (the “Company”).

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2026 RESULTS

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2026 RESULTS CONSHOHOCKEN, PENN.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2025 Hamilton Lane Inco

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2025 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38021 HAMILTON LANE INC

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Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. EXECUTION VERSION This MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT (“Agreement”) dated October 20, 2022 (the “Effective Date”), between JPMORGAN CHASE BANK, N.A., successor-in-in

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2025 Hamilton Lane Incor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2025 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2025 Hamilton Lane Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2025 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2025 Hamilton Lane Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2025 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

HAMILTON LANE INCORPORATED 528,705 Shares of Class A Common Stock Underwriting Agreement

Exhibit 1.1 HAMILTON LANE INCORPORATED 528,705 Shares of Class A Common Stock Underwriting Agreement September 2, 2025 BofA Securities, Inc. One Bryant Park New York, New York 10036 Ladies and Gentlemen: Hamilton Lane Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to BofA Securities, Inc. (the “Underwriter”), an aggregate of 378,705 shares of Class A Common Stock,

528,705 shares CLASS A COMMON STOCK

Filed pursuant to Rule 424(b)(5) Registration No. 333-283233 Prospectus Supplement (To Prospectus dated November 14, 2024) 528,705 shares CLASS A COMMON STOCK We are offering 378,705 shares of Class A common stock of Hamilton Lane Incorporated. We intend to use the proceeds from our sale of shares of Class A common stock in this offering to settle, in cash, exchanges of 378,705 membership units in

Security Type

Calculation of Filing Fee Tables S-3 Hamilton Lane INC Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Equity Class A Common Stock, $0.

The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy th

Filed pursuant to Rule 424(b)(5) Registration No. 333-283233 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to c

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 Hamilton Lane Incorp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2026 RESULTS

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2026 RESULTS CONSHOHOCKEN, PENN.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38021 HAMILTON LANE INCORPOR

ARS

hamiltonlane.com Page 1 2025 HLNE Annual ReportUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ý Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2025 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPORATED (E

Amendment No. 3 to the Hamilton Lane Incorporated Employee Share Purchase Plan

EXHIBIT 10.20 AMENDMENT NO. 3 TO THE HAMILTON LANE INCORPORATED EMPLOYEE SHARE PURCHASE PLAN WHEREAS, Hamilton Lane Incorporated, a Delaware corporation (the “Company”) maintains the Hamilton Lane Incorporated Employee Share Purchase Plan, as amended (the “Plan”); and WHEREAS, the Company desires to amend the Plan to provide that any amount remaining in an employee’s Plan account following a purch

List of Subsidiaries

SUBSIDIARIES OF HAMILTON LANE INCORPORATED (as of May 30, 2025) Name of Subsidiary Jurisdiction/State of Incorporation 2020 Tactical Market Fund LP Delaware 2020 Tactical Market GP LLC Delaware Allegro GP LLC Delaware Allegro Investments I LP Delaware Allegro Investments II LP Delaware Alpha Z GP LLC Delaware Alpha Z II GP LLC Delaware Alpha Z III GP LLCP Delaware Alpha Z IV GP LLC Delaware Alpha Z Private Equity Fund III L.

HAMILTON LANE INCORPORATED REPORTS STRONG FOURTH FISCAL QUARTER AND FISCAL YEAR 2025 RESULTS, WITH MANAGEMENT AND ADVISORY FEES GROWING BY 14% AND ASSETS UNDER MANAGEMENT GROWING BY 11% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS STRONG FOURTH FISCAL QUARTER AND FISCAL YEAR 2025 RESULTS, WITH MANAGEMENT AND ADVISORY FEES GROWING BY 14% AND ASSETS UNDER MANAGEMENT GROWING BY 11% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2025 Hamilton Lane Incorpor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2025 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Form of Lock-Up Agreement

EX-2 3 ex2-formoflockupagreementf.htm EX-2 Form of Lock-Up Agreement February 10, 2025 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Re: Hamilton Lane Incorporated - Public Offering Ladies and Gentlemen: The undersigned understands that Morgan Stanley & Co. LLC (the “Underwriter”) proposes to enter into an underwriting agreement (the “Underwriting Agreement”) with Hamilton Lane I

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including any amendments and attachments thereto) with respect to the Class A common stock, par value $0.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2025 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Underwriting Agreement, dated February 10, 2025, among the Company, HLA, Morgan Stanley & Co. LLC and the selling stockholder referenced therein

EXHIBIT 1.1 HAMILTON LANE INCORPORATED 1,572,536 Shares of Class A Common Stock Underwriting Agreement February 10, 2025 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies and Gentlemen: Hamilton Lane Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to Morgan Stanley & Co. LLC (the “Underwriter”), an aggregate of 1,562,281 shares of Class A Commo

1,572,536 shares CLASS A COMMON STOCK

Filed pursuant to Rule 424(b)(5) Registration No. 333-283233 Prospectus Supplement (To Prospectus dated November 14, 2024) 1,572,536 shares CLASS A COMMON STOCK We are offering 1,562,281 shares of Class A common stock of Hamilton Lane Incorporated. We intend to use the proceeds from our sale of shares of Class A common stock in this offering to settle, in cash, exchanges of 1,562,281 membership un

Table 1: Newly Registered and Carry Forward Securities

Calculation of Filing Fee Tables S-3 Hamilton Lane INC Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Equity Class A Common Stock, $0.

The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy th

Filed pursuant to Rule 424(b)(5) Registration No. 333-283233 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to c

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2025 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCO

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2025 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 11% AND ASSETS UNDER MANAGEMENT GROWING BY 12% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2025 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 11% AND ASSETS UNDER MANAGEMENT GROWING BY 12% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

As filed with the Securities and Exchange Commission on November 14, 2024

As filed with the Securities and Exchange Commission on November 14, 2024 Registration No.

Filing Fee Table

Calculation of Filing Fee Tables S-3 Hamilton Lane INC Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Equity Class A Common Stock, par value $0.

HLNE / Hamilton Lane Incorporated / WASATCH ADVISORS INC Passive Investment

SC 13G/A 1 hlne1124.txt SCHEDULE 13G Amendment No. 7 Name of Issuer: Hamilton Lane Inc. Title of Class of Securities: Common Stock Cl A CUSIP Number: 407497106 Item 1: Reporting Person: Wasatch Advisors LP 87-0319391 Item 2: Check Box If Member of Group: Not Applicable Item 3: SEC Use Item 4: Place of Organization: Utah Items 5-8: Number of Shares Owned With: Item 5: Sole Voting Power: 1,937,000 I

HLNE / Hamilton Lane Incorporated / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 UnitedStates13GHamiltonLa.txt 240.13d-102 Schedule 13G - Information to be included in statements filed pursuant to 240.13d-1(b), (c), and (d) and amendments thereto filed pursuant to 240.13d-2. Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)* (Name of Issuer) Hamilton Lane Inc (Title of Class of Securit

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2025 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 10% AND ASSETS UNDER MANAGEMENT GROWING BY 10% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2025 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 10% AND ASSETS UNDER MANAGEMENT GROWING BY 10% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INC

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

HLNE / Hamilton Lane Incorporated / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 UnitedStates13GHamiltonLa.txt 240.13d-102 Schedule 13G - Information to be included in statements filed pursuant to 240.13d-1(b), (c), and (d) and amendments thereto filed pursuant to 240.13d-2. Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* (Name of Issuer) Hamilton Lane Inc (Title of Class of Securit

First Amendment to Multi-Draw Term Loan and Security Agreement, dated October 7, 2024, between JPMorgan Chase Bank, N.A. and Hamilton Lane Advisors, L.L.C.

Exhibit 10.2 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. EXECUTION VERSION FIRST AMENDMENT TO MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT This FIRST AMENDMENT TO MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT (“Amendment”) is entered into

Fifth Amendment to Term Loan and Security Agreement, dated October 7, 2024, between JPMorgan Chase Bank, N.A. and Hamilton Lane Advisors, L.L.C.

Exhibit 10.5 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. EXECUTION VERSION FIFTH AMENDMENT TO TERM LOAN AND SECURITY AGREEMENT This FIFTH AMENDMENT TO TERM LOAN AND SECURITY AGREEMENT (“Amendment”) is entered into as of October 7, 2024

Fourth Amendment to Revolving Loan and Security Agreement, dated October 7, 2024, between JPMorgan Chase Bank, N.A. and Hamilton Lane Advisors, L.L.C.

Exhibit 10.4 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. EXECUTION VERSION FOURTH AMENDMENT TO REVOLVING LOAN AND SECURITY AGREEMENT This FOURTH AMENDMENT TO REVOLVING LOAN AND SECURITY AGREEMENT (“Amendment”) is entered into as of Oct

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 7, 2024 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Note Purchase Agreement, dated October 8, 2024, among Hamilton Lane Advisors, L.L.C. and the purchasers party thereto.

Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. EXECUTION VERSION HAMILTON LANE ADVISORS, L.L.C. $100,000,000 5.28% Senior Notes due October 15, 2029 NOTE PURCHASE AGREEMENT Dated October 8, 2024 TABLE OF CONTENTS Page SECTION

Fourth Amendment to Multi-Draw Term Loan and Security Agreement, dated October 7, 2024, between JPMorgan Chase Bank, N.A. and Hamilton Lane Advisors, L.L.C.

Exhibit 10.3 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. EXECUTION VERSION FOURTH AMENDMENT TO MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT This FOURTH AMENDMENT TO MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT (“Amendment”) is entered in

HLNE / Hamilton Lane Incorporated / BlackRock, Inc. Passive Investment

SC 13G/A 1 us4074971064100724.txt us4074971064100724.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 6) HAMILTON LANE INC - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 407497106 - (CUSIP Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropr

JOINT FILING AGREEMENT

EX-1 2 ex1september2024.htm EX-1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including any amendments and attachments thereto) with respect to the Class A common stock, par value $0.001 per share, of Hamilton Lane Incorpor

HLNE / Hamilton Lane Incorporated / HLA INVESTMENTS LLC - SC 13D/A Activist Investment

SCHEDULE 13D/A CUSIP No. 407497 106 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934* (Amendment No. 12) Hamilton Lane Incorporated (Name of Issuer) Class A Common Stock, par value $0.001 (Title of Class of Securities) 407497 106 (CUSIP Number) Lydia Gavalis General Counsel and Secretary Hamilton Lane Incorporated 110 Washington Stree

Form of Performance Stock Award Agreement under the Amended and Restated Hamilton Lane Incorporated 2017 Equity Incentive Plan

Exhibit 10.4 AMENDED AND RESTATED HAMILTON LANE INCORPORATED 2017 EQUITY INCENTIVE PLAN Performance Stock Award Agreement This Performance Stock Award Agreement (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between the Grantee (as defined below) and Hamilton Lane Incorporated (the “Company”). Except as otherwise defined herein, capitalized terms used in this Ag

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2024 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Fee Table

Calculation of Filing Fee Tables S-8 Hamilton Lane INC Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Class A Common Stock, par value $0.

Form of Restricted Stock Award Agreement under the Amended and Restated Hamilton Lane Incorporated 2017 Equity Incentive Plan

Exhibit 10.2 AMENDED AND RESTATED HAMILTON LANE INCORPORATED 2017 EQUITY INCENTIVE PLAN Restricted Stock Award Agreement This Restricted Stock Award Agreement (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between the Grantee (as defined below) and Hamilton Lane Incorporated (the “Company”). Except as otherwise defined herein, capitalized terms used in this Agre

Form of Director Restricted Stock Award Agreement under the Amended and Restated Hamilton Lane Incorporated 2017 Equity Incentive Plan

Exhibit 10.3 AMENDED AND RESTATED HAMILTON LANE INCORPORATED 2017 EQUITY INCENTIVE PLAN Restricted Stock Award Agreement (Director) This Restricted Stock Award Agreement (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between the Grantee (as defined below) and Hamilton Lane Incorporated (the “Company”). Except as otherwise defined herein, capitalized terms used i

As filed with the Securities and Exchange Commission on September 5, 2024

As filed with the Securities and Exchange Commission on September 5, 2024 Registration No.

Term Loan and Security Agreement, dated August 23, 2017, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. This TERM LOAN AND SECURITY AGREEMENT (“Agreement”) dated August 23, 2017 (the “Effective Date”), between FIRST REPUBLIC BANK (“Lender”) and HAMILTON LANE ADVISORS,

Revolving Loan and Security Agreement, dated August 23, 2017, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

Exhibit 10.2 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. This REVOLVING LOAN AND SECURITY AGREEMENT (“Agreement”) dated August 23, 2017 (the “Effective Date”), between FIRST REPUBLIC BANK (“Lender”) and HAMILTON LANE ADVIS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 Hamilton Lane Incorp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPOR

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2025 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 33% AND ASSETS UNDER MANAGEMENT GROWING BY 11% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2025 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 33% AND ASSETS UNDER MANAGEMENT GROWING BY 11% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

ARS

hamiltonlane.com Page 1 2024 HLNE Annual Reporthamiltonlane.com Page 2 Enriching Lives. Safeguarding Futures. OUR MISSION & VALUES Do the right thing Integrity , candor and collaboration A spirit of competition that inspires innovation The pursuit of excellence Promoting equity and inclusion from withinUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ý Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2024 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

HAMILTON LANE INCORPORATED REPORTS STRONG FOURTH FISCAL QUARTER AND FISCAL YEAR 2024 RESULTS, WITH MANAGEMENT AND ADVISORY FEES GROWING BY 22% AND ASSETS UNDER MANAGEMENT GROWING BY 11% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS STRONG FOURTH FISCAL QUARTER AND FISCAL YEAR 2024 RESULTS, WITH MANAGEMENT AND ADVISORY FEES GROWING BY 22% AND ASSETS UNDER MANAGEMENT GROWING BY 11% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

Hamilton Lane Incorporated Insider Trading Policies and Procedures

EXHIBIT 19.1 November 2023 HAMILTON LANE INCORPORATED INSIDER TRADING POLICIES AND PROCEDURES (a)Introduction (b)Policy Statement on Insider Trading (c)Persons Covered by this Policy (d)Material Information (e)Non-Public Information (f)Identifying Material Non-Public Information (g)Penalties for Insider Trading (h)Procedures to Implement the Policy Against Insider Trading •Security Procedures •Pre

List of Subsidiaries

SUBSIDIARIES OF HAMILTON LANE INCORPORATED (as of May 23, 2024) Name of Subsidiary Jurisdiction/State of Incorporation 2020 Tactical Market Fund LP Delaware 2020 Tactical Market GP LLC Delaware Allegro GP LLC Delaware Allegro Investments I LP Delaware Allegro Investments II LP Delaware Alpha Z GP LLC Delaware Alpha Z II GP LLC Delaware Alpha Z III GP LLCP Delaware Alpha Z IV GP LLC Delaware Alpha Z Private Equity Fund III L.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPORATED (E

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2024 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Hamilton Lane Incorporated Compensation Recovery Policy

EXHIBIT 97.1 HAMILTON LANE INCORPORATED COMPENSATION RECOVERY POLICY Effective November 6, 2023 Policy The Board of Directors (the “Board”) of Hamilton Lane Incorporated (the “Company”) has adopted this Compensation Recovery Policy (this “Policy”) pursuant to Rule 10D-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Securities and Exchange Commission regulations promu

HLNE / Hamilton Lane Incorporated / HLA INVESTMENTS LLC - SC 13D/A Activist Investment

SCHEDULE 13D/A CUSIP No. 407497 106 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934* (Amendment No. 11) Hamilton Lane Incorporated (Name of Issuer) Class A Common Stock, par value $0.001 (Title of Class of Securities) 407497 106 (CUSIP Number) Lydia Gavalis General Counsel and Secretary Hamilton Lane Incorporated 110 Washington Stree

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including any amendments and attachments thereto) with respect to the Class A common stock, par value $0.

Form of Lock-Up Agreement

Form of Lock-Up Agreement March 4, 2024 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Re: Hamilton Lane Incorporated - Public Offering Ladies and Gentlemen: The undersigned understands that Morgan Stanley & Co. LLC (the “Underwriter”) proposes to enter into an underwriting agreement (the “Underwriting Agreement”) with Hamilton Lane Incorporated, a Delaware corporation (the “Compa

Underwriting Agreement, dated March 4, 2024, among the Company, HLA, Morgan Stanley & Co. LLC and the selling stockholder referenced therein

EXHIBIT 1.1 HAMILTON LANE INCORPORATED 1,922,322 Shares of Class A Common Stock Underwriting Agreement March 4, 2024 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies and Gentlemen: Hamilton Lane Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to Morgan Stanley & Co. LLC (the “Underwriter”), an aggregate of 1,867,322 shares of Class A Common St

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2024 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

1,922,322 shares CLASS A COMMON STOCK

Filed pursuant to Rule 424(b)(5) Registration No. 333-258567 Prospectus Supplement (To Prospectus dated August 6, 2021) 1,922,322 shares CLASS A COMMON STOCK We are offering 1,867,322 shares of Class A common stock of Hamilton Lane Incorporated. We intend to use the proceeds from our sale of shares of Class A common stock in this offering to settle, in cash, exchanges of 1,867,322 membership units

CALCULATION OF FILING FEE TABLE (Form Type) Hamilton Lane Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1 – Newly Registered and Carry Forward Securities

Exhibit 107 CALCULATION OF FILING FEE TABLE 424(b)(5) (Form Type) Hamilton Lane Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1 – Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price per Share(1) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Class A Common Stock, $0.

LETTER

United States securities and exchange commission logo March 4, 2024 Jeffrey Armbrister Chief Financial Officer Hamilton Lane Incorporated 110 Washington Street, Suite 1300 Conshohocken, PA 19428 Re: Hamilton Lane Incorporated Form 10-K for the Fiscal Year Ended March 31, 2023 File No.

Subject to completion, dated March 4, 2024

Filed pursuant to Rule 424(b)(5) Registration No. 333-258567 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to c

Seven Tower Bridge, 110 Washington Street, Suite 1300, Conshohocken, PA 19428 +1 610 934 2222 www.hamiltonlane.com

February 28, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

HLNE / Hamilton Lane Incorporated / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01067-hamiltonlaneincorpor.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Hamilton Lane Incorporated Class A Title of Class of Securities: Common Stock CUSIP Number: 407497106 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropr

HLNE / Hamilton Lane Incorporated / WASATCH ADVISORS INC Passive Investment

SC 13G/A 1 hlne224.txt SCHEDULE 13G Amendment No. 6 Name of Issuer: Hamilton Lane Inc. Title of Class of Securities: Common Stock Cl A CUSIP Number: 407497106 Item 1: Reporting Person: Wasatch Advisors LP 87-0319391 Item 2: Check Box If Member of Group: Not Applicable Item 3: SEC Use Item 4: Place of Organization: Utah Items 5-8: Number of Shares Owned With: Item 5: Sole Voting Power: 2,672,700 It

HLNE / Hamilton Lane Incorporated / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7 )* HAMILTON LANE INCORPORATED (Name of Issuer) Common Stock (Title of Class of Securities) 407497106 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2024 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 17% AND ASSETS UNDER MANAGEMENT GROWING BY 12% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2024 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 17% AND ASSETS UNDER MANAGEMENT GROWING BY 12% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2024 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCO

LETTER

United States securities and exchange commission logo February 5, 2024 Jeffrey Armbrister Chief Financial Officer Hamilton Lane Incorporated 110 Washington Street, Suite 1300 Conshohocken, PA 19428 Re: Hamilton Lane Incorporated Form 10-K for the Fiscal Year Ended March 31, 2023 File No.

HLNE / Hamilton Lane Incorporated / BlackRock Inc. Passive Investment

SC 13G/A 1 us4074971064012524.txt us4074971064012524.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 5) HAMILTON LANE INC - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 407497106 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropri

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INC

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2024 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 18% AND ASSETS UNDER MANAGEMENT GROWING BY 11% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2024 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 18% AND ASSETS UNDER MANAGEMENT GROWING BY 11% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2023 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Amended and Restated Certificate of Incorporation of Hamilton Lane Incorporated

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF HAMILTON LANE INCORPORATED Hamilton Lane Incorporated, a Delaware corporation (the “Corporation”), does hereby amend and restate its Amended and Restated Certificate of Incorporation pursuant to the provisions of Sections 242 and 245 of the General Corporation Law of the State of Delaware as set forth below: 1.

Amended and Restated Bylaws of Hamilton Lane Incorporated

HAMILTON LANE INCORPORATED a Delaware corporation AMENDED AND RESTATED BYLAWS As Amended and Restated September 7, 2023 TABLE OF CONTENTS Page ARTICLE I: STOCKHOLDERS 1 Section 1.

Hamilton Lane Announces CEO Succession, Further Leadership Evolution

Hamilton Lane Announces CEO Succession, Further Leadership Evolution •Erik Hirsch and Juan Delgado-Moreira Elevated to Co-Chief Executive Officers •Mario Giannini to Transition to Executive Co-Chairman alongside Hartley Rogers CONSHOHOCKEN, PA – SEPTEMBER 12, 2023 – Hamilton Lane (Nasdaq: HLNE), a leading global private markets investment management firm, today announced that long-time executives Erik Hirsch and Juan Delgado-Moreira have been appointed Co-Chief Executive Officers, effective January 1, 2024.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 Hamilton Lane Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPOR

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2024 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 23% AND ASSETS UNDER MANAGEMENT GROWING BY 8% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2024 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 23% AND ASSETS UNDER MANAGEMENT GROWING BY 8% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2023 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

ARS

hamiltonlane.com Page 1 HLNE Annual Report 2023hamiltonlane.com Page 2 OUR VALUES Do the right thing Integrity, candor and collaboration The pursuit of excellence A spirit of competition that inspires innovation Promoting equity and inclusion from within Enriching Lives. Safeguarding Futures.To Our Shareholders hamiltonlane.com Page 3 hamiltonlane.com Page 3 • The Fed raised interest rates from ne

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ý Defin

HAMILTON LANE ANNOUNCES STRATEGIC LEADERSHIP CHANGES

HAMILTON LANE ANNOUNCES STRATEGIC LEADERSHIP CHANGES •Reflects Next Stage of Growth for Industry-Leading Private Markets Investment Management Firm •Elevates Several Key Professionals, Highlighting Firm’s Deep Reserve of Talent CONSHOHOCKEN, PA – JULY 20, 2023 – Hamilton Lane (Nasdaq: HLNE), a leading global private markets investment management firm, today announced a series of senior leadership changes designed to position the firm for continued growth and long-term success on a global scale.

Confidential Separation Agreement and General Release, dated July 18, 2023, by and between Atul Varma and Hamilton Lane Advisors, L.L.C.

CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE This Confidential Separation Agreement and General Release (the "Agreement") is entered into in full and final settlement of the issues, described more fully herein, between Atul Varma, the employee (hereafter referred to as "you" or "your"), and Hamilton Lane Advisors, L.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2023 Hamilton Lane Incorpo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2023 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ý Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 Hamilton Lane Incorpor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPORATED (E

Amendment No. 3 to the Fourth Amended and Restated Limited Liability Company Agreement of Hamilton Lane Advisors, L.L.C., dated as of May 24, 2023, by and among Hamilton Lane Advisors, L.L.C. and its members

AMENDMENT No. 3 TO THE FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HAMILTON LANE ADVISORS, L.L.C. This AMENDMENT No. 3 TO THE FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HAMILTON LANE ADVISORS, L.L.C. is entered into as of May 24, 2023 by Hamilton Lane Incorporated (the “Managing Member”). Capitalized terms used but not otherwise defined herein shall h

List of Subsidiaries

SUBSIDIARIES OF HAMILTON LANE INCORPORATED (as of May 25, 2023) Name of Subsidiary Jurisdiction/State of Incorporation 2020 Tactical Market Fund LP Delaware 2020 Tactical Market GP LLC Delaware Allegro GP LLC Delaware Allegro Investments I LP Delaware Allegro Investments II LP Delaware Alpha Z GP LLC Delaware Alpha Z II GP LLC Delaware Alpha Z III GP LLC Delaware Alpha Z IV GP LLC Delaware Alpha Z Private Equity Fund III L.

HAMILTON LANE INCORPORATED REPORTS STRONG FOURTH FISCAL QUARTER AND FISCAL YEAR 2023 RESULTS, WITH MANAGEMENT AND ADVISORY FEES GROWING BY 18% AND ASSETS UNDER MANAGEMENT GROWING BY 5% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS STRONG FOURTH FISCAL QUARTER AND FISCAL YEAR 2023 RESULTS, WITH MANAGEMENT AND ADVISORY FEES GROWING BY 18% AND ASSETS UNDER MANAGEMENT GROWING BY 5% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

Amendment No. 2 to the Hamilton Lane Incorporated Employee Share Purchase Plan

AMENDMENT NO. 2 TO THE HAMILTON LANE INCORPORATED EMPLOYEE SHARE PURCHASE PLAN WHEREAS, Hamilton Lane Incorporated, a Delaware corporation (the “Company”) maintains the Hamilton Lane Incorporated Employee Share Purchase Plan, as amended (the “Plan”); and WHEREAS, the Company desires to amend the Plan to adjust the date of calculation of certain formulas under the Plan; NOW, THEREFORE, BE IT RESOLV

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2023 Hamilton Lane Incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2023 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2023 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including any amendments and attachments thereto) with respect to the Class A common stock, par value $0.

HLNE / Hamilton Lane Inc - Class A / HLA INVESTMENTS LLC - SC 13D/A Activist Investment

SCHEDULE 13D/A CUSIP No. 407497 106 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934* (Amendment No. 10) Hamilton Lane Incorporated (Name of Issuer) Class A Common Stock, par value $0.001 (Title of Class of Securities) 407497 106 (CUSIP Number) Lydia Gavalis General Counsel and Secretary Hamilton Lane Incorporated 110 Washington Stree

Form of Lock-Up Agreement

Form of Lock-Up Agreement March 6, 2023 BofA Securities, Inc. One Bryant Park New York, New York 10036 Re: Hamilton Lane Incorporated - Public Offering Ladies and Gentlemen: The undersigned understands that BofA Securities, Inc. (the “Underwriter”) proposes to enter into an underwriting agreement (the “Underwriting Agreement”) with Hamilton Lane Incorporated, a Delaware corporation (the “Company”)

Underwriting Agreement, dated March 6, 2023, among the Company, HLA, BofA Securities, Inc. and the selling stockholder referenced therein

EXHIBIT 1.1 HAMILTON LANE INCORPORATED 671,737 Shares of Class A Common Stock Underwriting Agreement March 6, 2023 BofA Securities, Inc. One Bryant Park New York, New York 10036 Ladies and Gentlemen: Hamilton Lane Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to BofA Securities, Inc. (the “Underwriter”), an aggregate of 571,737 shares of Class A Common Stock, par

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2023 Hamilton Lane Incorpo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2023 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

CALCULATION OF FILING FEE TABLE (Form Type) Hamilton Lane Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities

Exhibit 107 CALCULATION OF FILING FEE TABLE 424(b)(5) (Form Type) Hamilton Lane Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Type Fee Calculation Rule or Carry Forward Rule Amount to be Registered Proposed Maximum Offering Price per Share(1) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Class A Common Stock, $0.

671,737 shares CLASS A COMMON STOCK

Filed pursuant to Rule 424(b)(5) Registration No. 333-258567 Prospectus Supplement (To Prospectus dated August 6, 2021) 671,737 shares CLASS A COMMON STOCK We are offering 571,737 shares of Class A common stock of Hamilton Lane Incorporated. We intend to use the proceeds from our sale of shares of Class A common stock in this offering to settle, in cash, exchanges of 571,737 membership units in Ha

Subject to completion, dated March 6, 2023

Filed pursuant to Rule 424(b)(5) Registration No. 333-258567 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to c

HLNE / Hamilton Lane Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01033-hamiltonlaneincclass.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Hamilton Lane Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 407497106 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box

HLNE / Hamilton Lane Inc / WASATCH ADVISORS INC Passive Investment

SC 13G/A 1 hlne223.txt SCHEDULE 13G Amendment No. 5 Name of Issuer: Hamilton Lane Inc. Title of Class of Securities: Common Stock Class A CUSIP Number: 407497106 Item 1: Reporting Person: Wasatch Advisors LP 87-0319391 Item 2: Check Box If Member of Group: Not Applicable Item 3: SEC Use Item 4: Place of Organization: Utah Items 5-8: Number of Shares Owned With: Item 5: Sole Voting Power: 3,273,084

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2023 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 22% AND ASSETS UNDER MANAGEMENT GROWING BY 10% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2023 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 22% AND ASSETS UNDER MANAGEMENT GROWING BY 10% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2023 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCO

HLNE / Hamilton Lane Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6 )* HAMILTON LANE INCORPORATED (Name of Issuer) Common Stock (Title of Class of Securities) 407497106 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

HLNE / Hamilton Lane Inc / BlackRock Inc. Passive Investment

SC 13G/A 1 us4074971064013123.txt us4074971064013123.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 4) HAMILTON LANE INC - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 407497106 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropri

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2023 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 22% AND ASSETS UNDER MANAGEMENT GROWING BY 12% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2023 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 22% AND ASSETS UNDER MANAGEMENT GROWING BY 12% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INC

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2022 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Fourth Amendment to Term Loan and Security Agreement, dated October 20, 2022, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

Exhibit 10.3 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. FIRST REPUBLIC BANK It?s a privilege to serve you? EXECUTION VERSION FOURTH AMENDMENT TO TERM LOAN AND SECURITY AGREEMENT This FOURTH AMENDMENT TO TERM LOAN AND SECURITY AGREEMEN

Multi-Draw Term Loan and Security Agreement, dated October 20, 2022, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. FIRST REPUBLIC BANK It?s a privilege to serve you? EXECUTION VERSION This MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT (?Agreement?) dated October 20, 2022 (the ?Effective Date?),

Third Amendment to Revolving Loan and Security Agreement, dated October 20, 2022, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

Exhibit 10.2 CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. FIRST REPUBLIC BANK It?s a privilege to serve you? EXECUTION VERSION THIRD AMENDMENT TO REVOLVING LOAN AND SECURITY AGREEMENT This THIRD AMENDMENT TO REVOLVING LOAN AND SECURITY

Third Amendment to Multi-Draw Term Loan and Security Agreement, dated October 20, 2022, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

Exhibit 10.4 FIRST REPUBLIC BANK It?s a privilege to serve you? EXECUTION VERSION THIRD AMENDMENT TO MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT This THIRD AMENDMENT TO MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT (?Amendment?) is entered into as of October 20, 2022, by and between FIRST REPUBLIC BANK (?Lender?) and HAMILTON LANE ADVISORS, L.L.C. a Pennsylvania limited liability company (?Borrower?

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 20, 2022 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Form of Performance Stock Award Agreement under the Hamilton Lane Incorporated 2017 Equity Incentive Plan

FORM OF PERFORMANCE STOCK AWARD AGREEMENT UNDER THE HAMILTON LANE INCORPORATED 2017 EQUITY INCENTIVE PLAN This Performance Stock Award Agreement (this ?Agreement?) is entered into as of the Grant Date (as defined below), by and between the Grantee (as defined below) and Hamilton Lane Incorporated (the ?Company?).

Amended and Restated Hamilton Lane Incorporated 2017 Equity Incentive Plan

AMENDED AND RESTATED HAMILTON LANE INCORPORATED 2017 EQUITY INCENTIVE PLAN TABLE OF CONTENTS Page SECTION 1 - PURPOSE AND DEFINITIONS 1 SECTION 2 - ADMINISTRATION 6 SECTION 3 - COMMON SHARES 8 SECTION 4 - GRANTING OF AWARDS 8 SECTION 5 - TERMS AND CONDITIONS OF OPTIONS 9 SECTION 6 - SARS 11 SECTION 7 - RESTRICTED STOCK 12 SECTION 8 - RSUS 13 SECTION 9 - OTHER AWARDS 15 SECTION 10 - AWARD AGREEMENT

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2022 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPOR

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2023 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 16% AND ASSETS UNDER MANAGEMENT GROWING BY 18% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2023 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 16% AND ASSETS UNDER MANAGEMENT GROWING BY 18% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2022 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEF 14A 1 hamiltonlaneproxy2022.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Onl

HAMILTON LANE INCORPORATED REPORTS STRONG FOURTH FISCAL QUARTER AND FISCAL YEAR 2022 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 9% AND ASSETS UNDER MANAGEMENT GROWING BY 21% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS STRONG FOURTH FISCAL QUARTER AND FISCAL YEAR 2022 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 9% AND ASSETS UNDER MANAGEMENT GROWING BY 21% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2022 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPORATED (E

List of Subsidiaries

SUBSIDIARIES OF HAMILTON LANE INCORPORATED (as of May 26, 2022) Name of Subsidiary Jurisdiction/State of Incorporation 2020 Tactical Market Fund LP Delaware 2020 Tactical Market GP LLC Delaware Allegro GP LLC Delaware Allegro Investments I LP Delaware Allegro Investments II LP Delaware Alpha Z GP LLC Delaware Alpha Z II GP LLC Delaware Alpha Z III GP LLC Delaware Alpha Z IV GP LLC Delaware Alpha Z Private Equity Fund III L.

HLNE / Hamilton Lane Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5 )* HAMILTON LANE INCORPORATED (Name of Issuer) Common Stock (Title of Class of Securities) 407497106 (CUSIP Number) February 28, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

HLNE / Hamilton Lane Inc / AMERIPRISE FINANCIAL INC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment #1 Under the Securities and Exchange Act of 1934 Hamilton Lane, Inc (Name of Issuer) Class A Common Stock (Title of Class of Securities) 407497106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

HLNE / Hamilton Lane Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Hamilton Lane Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 407497106 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is f

HLNE / Hamilton Lane Inc / WASATCH ADVISORS INC Passive Investment

SCHEDULE 13G Amendment No. 4 Name of Issuer: Hamilton Lane Inc. Title of Class of Securities: Common Stock Class A CUSIP Number: 407497106 Item 1: Reporting Person: Wasatch Advisors, Inc. 87-0319391 Item 2: Check Box If Member of Group: Not Applicable Item 3: SEC Use Item 4: Place of Organization: Utah Items 5-8: Number of Shares Owned With: Item 5: Sole Voting Power: 3,007,507 Item 6: Shared Voti

HLNE / Hamilton Lane Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* HAMILTON LANE INCORPORATED (Name of Issuer) Common Stock (Title of Class of Securities) 407497106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

HLNE / Hamilton Lane Inc / BlackRock Inc. Passive Investment

us4074971064020222.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 3) HAMILTON LANE INC - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 407497106 - (CUSIP Number) December 31, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2022 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 6% AND ASSETS UNDER MANAGEMENT GROWING BY 29% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2022 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 6% AND ASSETS UNDER MANAGEMENT GROWING BY 29% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCO

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2022 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2022 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 14% AND ASSETS UNDER MANAGEMENT GROWING BY 32% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2022 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 14% AND ASSETS UNDER MANAGEMENT GROWING BY 32% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INC

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

JOINT FILING AGREEMENT

EX-1 2 ex1september2021.htm EX-1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including any amendments and attachments thereto) with respect to the Class A common stock, par value $0.001 per share, of Hamilton Lane Incorpor

Form of Lock-Up Agreement

Form of Lock-Up Agreement September 7, 2021 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Re: Hamilton Lane Incorporated - Public Offering Ladies and Gentlemen: The undersigned understands that Morgan Stanley & Co. LLC (the ?Underwriter?) proposes to enter into an underwriting agreement (the ?Underwriting Agreement?) with Hamilton Lane Incorporated, a Delaware corporation (the ?C

HLNE / Hamilton Lane Inc / HLA INVESTMENTS LLC - SC 13D/A Activist Investment

SCHEDULE 13D/A CUSIP No. 407497 106 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934* (Amendment No. 9) Hamilton Lane Incorporated (Name of Issuer) Class A Common Stock, par value $0.001 (Title of Class of Securities) 407497 106 (CUSIP Number) Lydia Gavalis General Counsel and Secretary Hamilton Lane Incorporated 110 Washington Street

Underwriting Agreement, dated September 7, 2021, among the Company, HLA, Morgan Stanley & Co. LLC and the selling stockholders referenced therein

Exhibit 1.1 HAMILTON LANE INCORPORATED 950,751 Shares of Class A Common Stock Underwriting Agreement September 7, 2021 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies and Gentlemen: Hamilton Lane Incorporated, a Delaware corporation (the ?Company?), proposes to issue and sell to Morgan Stanley & Co. LLC (the ?Underwriter?), an aggregate of 877,400 shares of Class A Common St

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Share(1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Class A Common Stock, $0.0

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Share(1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Class A Common Stock, $0.

Subject to completion, dated September 7, 2021

Filed pursuant to Rule 424(b)(5) Registration No. 333-258567 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to c

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

As filed with the Securities and Exchange Commission on August 6, 2021

As filed with the Securities and Exchange Commission on August 6, 2021 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPOR

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2022 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 10% AND ASSETS UNDER MANAGEMENT GROWING BY 34% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2022 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 10% AND ASSETS UNDER MANAGEMENT GROWING BY 34% YEAR-OVER-YEAR CONSHOHOCKEN, PENN.

As filed with the Securities and Exchange Commission on July 23, 2021.

As filed with the Securities and Exchange Commission on July 23, 2021. Registration No. 333-227303 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HAMILTON LANE INCORPORATED (Exact name of Registrant as specified in its charter) Delaware (State or other jurisdiction of incorpo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

Form of Warrant Assignment and Transfer

EXHIBIT 10.34 WARRANT ASSIGNMENT AND TRANSFER March [?], 2021 Reference is hereby made to that certain Warrant Purchase Agreement, dated as of January 12, 2021 (the ?Warrant Purchase Agreement?), by and among Hamilton Lane Alliance Holdings I, Inc., a Delaware corporation (the ?Company?), and HL Alliance Holdings Sponsor LLC, a Delaware limited liability company (the ?Warrant Holder?). Capitalized

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

Investment Agreement, dated March 29, 2021, by and between Russell Investments Group, Ltd. and Hamilton Lane Advisors, L.L.C.

CERTAIN CONFIDENTIAL INFORMATION, IDENTIFIED BY BRACKETED ASTERISKS [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICALLY DISCLOSED.

List of Subsidiaries

SUBSIDIARIES OF HAMILTON LANE INCORPORATED (as of May 27, 2021) Name of Subsidiary Jurisdiction/State of Incorporation 2020 Tactical Market Fund LP Delaware 2020 Tactical Market GP LLC Delaware Alpha Z GP LLC Delaware Alpha Z II GP LLC Delaware Alpha Z III GP LLC Delaware Alpha Z IV GP LLC Delaware Alpha Z Private Equity Fund III L.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPORATED (E

HAMILTON LANE INCORPORATED REPORTS STRONG FOURTH QUARTER AND FISCAL 2021 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY OVER 18% AND ASSETS UNDER MANAGEMENT GROWING BY 28% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS STRONG FOURTH QUARTER AND FISCAL 2021 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY OVER 18% AND ASSETS UNDER MANAGEMENT GROWING BY 28% YEAR-OVER-YEAR BALA CYNWYD, PENN.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Third Amendment to Term Loan and Security Agreement, dated April 22, 2021, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

FIRST REPUBLIC BANK It?s a privilege to serve you? EXECUTION VERSION THIRD AMENDMENT TO TERM LOAN AND SECURITY AGREEMENT This THIRD AMENDMENT TO TERM LOAN AND SECURITY AGREEMENT (?Amendment?) is entered into as of April 22, 2021 by and between FIRST REPUBLIC BANK (?Lender?) and HAMILTON LANE ADVISORS, L.

Second Amendment to Multi-Draw Term Loan and Security Agreement, dated April 22, 2021, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

FIRST REPUBLIC BANK It?s a privilege to serve you? EXECUTION VERSION SECOND AMENDMENT TO MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT This SECOND AMENDMENT TO MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT (?Amendment?) is entered into as of April 22, 2021, by and between FIRST REPUBLIC BANK (?Lender?) and HAMILTON LANE ADVISORS, L.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Russell Investments Enters Strategic Partnership with Hamilton Lane to Accelerate Private Markets Capabilities

Russell Investments Enters Strategic Partnership with Hamilton Lane to Accelerate Private Markets Capabilities Partnership will deliver innovative investment solutions across asset class spectrum for Russell Investments? clients Hamilton Lane takes a $90 million stake in Russell Investments Seattle, WA; Bala Cynwyd, PA ? March 30, 2021 ? Russell Investments, a leading outsourced CIO (OCIO) provide

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including any amendments and attachments thereto) with respect to the Class A common stock, par value $0.

Form of Lock-Up Agreement

Form of Lock-Up Agreement March 1, 2021 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Re: Hamilton Lane Incorporated - Public Offering Ladies and Gentlemen: The undersigned understands that J.P. Morgan Securities LLC (the ?Underwriter?) proposes to enter into an underwriting agreement (the ?Underwriting Agreement?) with Hamilton Lane Incorporated, a Delaware corporation (t

SCHEDULE 13D/A

SCHEDULE 13D/A CUSIP No. 407497 106 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934* (Amendment No. 8) Hamilton Lane Incorporated (Name of Issuer) Class A Common Stock, par value $0.001 (Title of Class of Securities) 407497 106 (CUSIP Number) Lydia Gavalis General Counsel and Secretary Hamilton Lane Incorporated One Presidential Blvd

SC 13G/A

us4074971064030921.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 2) HAMILTON LANE INC - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 407497106 - (CUSIP Number) February 28, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

Underwriting Agreement, dated March 1, 2021, among the Company, HLA, J.P. Morgan Securities LLC and the selling stockholders referenced therein

Exhibit 1.1 HAMILTON LANE INCORPORATED 1,453,110 Shares of Class A Common Stock Underwriting Agreement March 1, 2021 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Hamilton Lane Incorporated, a Delaware corporation (the ?Company?), proposes to issue and sell to J.P. Morgan Securities LLC (the ?Underwriter?), an aggregate of 1,358,865 shares of Class A

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Hamilton Lane Board Elects Vann Graves as New Independent Director

Hamilton Lane Board Elects Vann Graves as New Independent Director Bala Cynwyd, Penn.

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Share(1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Class A Common Stock, $0.0

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Share(1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Class A Common Stock, $0.

Subject to completion, dated March 1, 2021

Filed pursuant to Rule 424(b)(5) Registration No. 333-227303 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to c

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities and Exchange Act of 1934 Hamilton Lane Inc (Name of Issuer) Class A Common Stock (Title of Class of Securities) (CUSIP Number) December 31, 2020 (Date of Even

SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities and Exchange Act of 1934 Hamilton Lane Inc (Name of Issuer) Class A Common Stock (Title of Class of Securities) 407497106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

to Schedule 13G

Exhibit I to Schedule 13G Ameriprise Financial, Inc., a Delaware Corporation, is a parent holding company. The classification and identity of the relevant subsidiaries is as follows: Investment Adviser ? Columbia Management Investment Advisers, LLC is an investment adviser registered under section 203 of the Investment Advisers Act of 1940.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2)* Under the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2)* Under the Securities Exchange Act of 1934 Hamilton Lane Incorporated (Name of Issuer) Class A common stock, par value $0.001 per share (Titles of Class of Securities) 40749710 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

SC 13G/A

SCHEDULE 13G Amendment No. 3 Name of Issuer: Hamilton Lane Inc. Title of Class of Securities: Common Stock Class A CUSIP Number: 407497106 Item 1: Reporting Person: Wasatch Advisors, Inc. 87-0319391 Item 2: Check Box If Member of Group: Not Applicable Item 3: SEC Use Item 4: Place of Organization: Utah Items 5-8: Number of Shares Owned With: Item 5: Sole Voting Power: 2,199,519 Item 6: Shared Voti

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Hamilton Lane Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 407497106 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is f

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* HAMILTON LANE INCORPORATED (Name of Issuer) Common Stock (Title of Class of Securities) 407497106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2021 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCO

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2021 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY NEARLY 26% AND ASSETS UNDER MANAGEMENT GROWING BY 14% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS THIRD QUARTER FISCAL 2021 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY NEARLY 26% AND ASSETS UNDER MANAGEMENT GROWING BY 14% YEAR-OVER-YEAR BALA CYNWYD, PENN.

Amendment No. 1 to Tax Receivable Agreement, dated December 31, 2020, by and among Hamilton Lane Incorporated, Hamilton Lane Advisors, L.L.C. and each of the other persons and entities party thereto

EXHIBIT 10.1 AMENDMENT NO. 1 TO TAX RECEIVABLE AGREEMENT This Amendment No. 1 (this “Amendment”) is entered into as of December 31, 2020 (the “Effective Date”) by and among HLI, HLA and the Partners signatory hereto. Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to them in the Agreement (as defined below). WHEREAS, reference is made to the Tax Receivable A

SC 13G/A

us4074971064012921.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) HAMILTON LANE INC - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 407497106 - (CUSIP Number) December 31, 2020 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INC

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2021 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY NEARLY 12% AND ASSETS UNDER MANAGEMENT GROWING BY NEARLY 11% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS SECOND QUARTER FISCAL 2021 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY NEARLY 12% AND ASSETS UNDER MANAGEMENT GROWING BY NEARLY 11% YEAR-OVER-YEAR BALA CYNWYD, PENN.

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2020 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Second Amendment to Term Loan and Security Agreement, dated September 30, 2020, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

FIRST REPUBLIC BANK It’s a privilege to serve you® EXECUTION VERSION SECOND AMENDMENT TO TERM LOAN AND SECURITY AMENDMENT This SECOND AMENDMENT TO TERM LOAN AND SECURITY AGREEMENT (“Amendment”) is entered into as of September 30, 2020, by and between FIRST REPUBLIC BANK (“Lender”) and HAMILTON LANE ADVISORS, L.

First Amendment to Multi-Draw Term Loan and Security Agreement, dated September 30, 2020, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

FIRST REPUBLIC BANK It’s a privilege to serve you® EXECUTION VERSION FIRST AMENDMENT TO MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT This FIRST AMENDMENT TO MULTI-DRAW TERM LOAN AND SECURITY AGREEMENT (“Amendment”) is entered into as of September 30, 2020, by and between FIRST REPUBLIC BANK (“Lender”) and HAMILTON LANE ADVISORS, L.

Second Amendment to Revolving Loan and Security Agreement, dated September 30, 2020, by and between First Republic Bank and Hamilton Lane Advisors, L.L.C.

FIRST REPUBLIC BANK It’s a privilege to serve you® EXECUTION VERSION SECOND AMENDMENT TO REVOLVING LOAN AND SECURITY AGREEMENT This SECOND AMENDMENT TO REVOLVING LOAN AND SECURITY AGREEMENT (“Amendment”) is entered into as of September 30, 2020, by and between FIRST REPUBLIC BANK (“Lender”) and HAMILTON LANE ADVISORS, L.

Form of Lock-Up Agreement

Form of Lock-Up Agreement September 1, 2020 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Re: Hamilton Lane Incorporated - Public Offering Ladies and Gentlemen: The undersigned understands that J.P. Morgan Securities LLC (the “Underwriter”), proposes to enter into an underwriting agreement (the “Underwriting Agreement”) with Hamilton Lane Incorporated, a Delaware corporati

HLNE / Hamilton Lane INC / HLA INVESTMENTS LLC - SC 13D/A Activist Investment

SCHEDULE 13D/A CUSIP No. 407497 106 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934* (Amendment No. 7) Hamilton Lane Incorporated (Name of Issuer) Class A Common Stock, par value $0.001 (Title of Class of Securities) 407497 106 (CUSIP Number) Lydia Gavalis General Counsel and Secretary Hamilton Lane Incorporated One Presidential Blvd

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including any amendments and attachments thereto) with respect to the Class A common stock, par value $0.

Underwriting Agreement, dated September 1, 2020, among the Company, HLA, J.P. Morgan Securities LLC and the selling stockholder referenced therein

EXHIBIT 1.1 HAMILTON LANE INCORPORATED 2,207,380 Shares of Class A Common Stock Underwriting Agreement September 1, 2020 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Hamilton Lane Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to J.P. Morgan Securities LLC (the “Underwriter”) an aggregate of 2,132,380 shares of Class

Financial Statements and Exhibits, Other Events - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2020 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Submission of Matters to a Vote of Security Holders - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 3, 2020 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Share(1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Class A Common Stock, $0.0

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Share(1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Class A Common Stock, $0.

Subject to completion, dated September 1, 2020

Filed pursuant to Rule 424(b)(5) Registration No. 333-227303 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to c

HLNE / Hamilton Lane INC / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* HAMILTON LANE INCORPORATED (Name of Issuer) Common Stock (Title of Class of Securities) 407497106 (CUSIP Number) July 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2021 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 11% AND ASSETS UNDER MANAGEMENT GROWING BY 6% YEAR-OVER-YEAR

HAMILTON LANE INCORPORATED REPORTS FIRST QUARTER FISCAL 2021 RESULTS, WITH MANAGEMENT & ADVISORY FEES GROWING BY 11% AND ASSETS UNDER MANAGEMENT GROWING BY 6% YEAR-OVER-YEAR BALA CYNWYD, PENN.

Amendment No. 1 to the Hamilton Lane Incorporated Employee Share Purchase Plan

Exhibit 10.1 AMENDMENT NO. 1 TO THE HAMILTON LANE INCORPORATED EMPLOYEE SHARE PURCHASE PLAN WHEREAS, Hamilton Lane Incorporated, a Delaware corporation (the “Company”) maintains the Hamilton Lane Incorporated Employee Share Purchase Plan (the “Plan”); and WHEREAS, the Company desires to amend the Plan to: (i) eliminate the 90-day employment requirement for enrollment in the Plan; and (ii) change t

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2020 Hamilton Lane Incorporated (Exact Name of Registrant as specified in its charter) Delaware 001-38021 26-2482738 (State or other jurisdiction of incorporation) (Commission File No.

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38021 HAMILTON LANE INCORPOR

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ý Defin

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including any amendments and attachments thereto) with respect to the Class A common stock, par value $0.

HLNE / Hamilton Lane INC / Hla Investments Llc - SC 13D/A Activist Investment

SCHEDULE 13D/A CUSIP No. 407497 106 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934* (Amendment No. 6) Hamilton Lane Incorporated (Name of Issuer) Class A Common Stock, par value $0.001 (Title of Class of Securities) 407497 106 (CUSIP Number) Lydia Gavalis General Counsel and Secretary Hamilton Lane Incorporated One Presidential Blvd

Underwriting Agreement, dated June 2, 2020, among the Company, HLA, J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC and certain selling stockholders referenced therein

exhibit11underwritingagr Exhibit 1.1 HAMILTON LANE INCORPORATED 2,995,757 Shares of Class A Common Stock Underwriting Agreement June 2, 2020 J.P. Morgan Securities LLC Goldman Sachs & Co. LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Goldman Sachs & Co. LLC 200 West Street New York, New