Hamilton Lane INC

Trading Arrangements

During the three months ended March 31, 2025, none of the Company’s directors or officers adopted, terminated or modified any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act or any non-Rule 10b5-1 trading arrangement (as defined in Item 408 of Regulation S-K).

Item 5.02(e)— Co-Chief Executive Officer Awards

On March 11, 2025, our Board upon recommendation by the Compensation Committee approved the grant of the first in a series of five annual awards of 30,000 shares of time-based restricted stock to each of our Co-CEOs (the “Annual Awards”) after determining that performance conditions for fiscal 2025 had been satisfied. These initial Annual Award grants were made on March 14, 2025. The shares subject to each Annual Award grant will vest in equal installments on the four successive anniversaries of the grant date, subject to the continued employment of the applicable Co-CEO. For the four remaining Annual Awards, a one-year performance period (aligned with our fiscal year) will precede each award date, and the satisfaction of certain performance criteria within that performance period will determine whether a grant is made. Our Compensation Committee will establish these performance criteria and will determine if they have been met.