Hamilton Lane Inc.

09/05/2025 | Press release | Distributed by Public on 09/05/2025 14:29

Proxy Results (Form 8-K)

Item 5.07. Submission of Matters to a Vote of Security Holders.
On September 4, 2025, Hamilton Lane Incorporated (the "Company") held its 2025 Annual Meeting of Stockholders (the "Annual Meeting") for the purposes of (i) electing the Class III director named in the Company's Definitive Proxy Statement on Schedule 14A for the Annual Meeting, filed with the Securities and Exchange Commission on July 24, 2025 (the "Proxy Statement"), (ii) conducting an advisory vote to approve the compensation of the Company's named executive officers, as disclosed in the Proxy Statement, (iii) conducting an advisory vote on the frequency of future advisory votes to approve the compensation of the Company's named executive officers and (iv) ratifying the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2026. As of the record date of July 9, 2025, there were 43,501,270 shares of our Class A common stock (each entitled to one vote per share) and 12,178,412 shares of our Class B common stock (each entitled to 10 votes per share) outstanding. The Class A common stock and Class B common stock voted as a single class on all matters presented at the Annual Meeting. Of the total 165,285,390 votes eligible to be cast at the Annual Meeting, shares entitled to cast 132,127,427 votes were represented. The final results of the stockholder vote are set forth below.
Proposal No. 1 - Election of Class III Director
The Company's stockholders elected the Class III nominee for director as named in the Proxy Statement, to serve a three-year term until the Company's 2028 annual meeting of stockholders and until a successor is duly elected and qualified or until his earlier death, resignation or removal. Information as to the vote on the director who stood for re-election is provided below.
Nominee Votes For Votes Withheld Broker Non-Votes
Hartley R. Rogers 105,514,453 23,515,384 3,097,590
Proposal No. 2 - Advisory, Non-Binding Vote to Approve the Compensation of the Company's Named Executive Officers
The Company's stockholders approved, on an advisory basis, named executive officer compensation, as set forth below.
Votes For Votes Against Abstentions Broker Non-Votes
98,253,133 30,764,307 12,397 3,097,590
Proposal No. 3 - Advisory, Non-Binding Vote on the Frequency of Future Advisory Votes to Approve Named Executive Officer Compensation
The Company's stockholders indicated a preference that future advisory votes to approve the compensation of the Company's named executive officers occur every year, as set forth below.
One Year Two Years Three Years Abstentions Broker Non-Votes
127,987,979 414,831 616,775 10,252 3,097,590
In light of the voting results on this advisory vote, and consistent with its recommendation to stockholders, on September 4, 2025, the Company's Board of Directors approved an annual advisory vote regarding the compensation of the Company's named executive officers.
Proposal No. 4 - Ratification of the Appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending March 31, 2026
The Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2026, as set forth below.
Votes For Votes Against Abstentions Broker Non-Votes
131,888,483 228,780 10,164 0
Hamilton Lane Inc. published this content on September 05, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on September 05, 2025 at 20:30 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]