Hamilton Lane INC
For the period ended Dec 31, 2025. Filed Feb 3, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Dec 31, 2025 · Filed Feb 3, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-04.
0001433642-25-000117
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-12-31; filed 2026-02-03.
0001433642-26-000007
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 185 previous paragraphs and 181 current paragraphs.
124 unchanged; 49 reworded; 8 added; 10 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 11 previous and 11 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (8)
Current report
Total revenues increased $47.0 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024, due to increases in both management and advisory fees and incentive fees.
Current report
Incentive fees increased $4.0 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024, due primarily to an increase in evergreen-related performance fees partially offset by proceeds realized on the sale of underlying investments in one of our specialized funds during the nine months ended December 31, 2024.
Current report
Total expenses increased $39.0 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024, due to increases in both compensation and benefits and general, administrative and other expenses.
Current report
Non-operating gain, net increased $2.2 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024 due primarily to a decrease in our liability under the tax receivable agreement.
Current report
Incentive fees decreased $0.8 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024, due to decreased carried interest from our specialized funds.
Current report
Incentive fees increased $3.4 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024, due to increased carried interest from our specialized funds.
Current report
Nine Months Ended December 31, 2025
Current report
Nine months ended December 31, 2025 and 2024
Removed paragraphs (10)
Previous report
September 2025 Offering
Previous report
In September 2025, we and a selling stockholder completed a registered offering of an aggregate of 528,705 shares of Class A common stock at a price to the underwriter of $146.51 per share (the “September 2025 Offering”). The shares sold consisted of 150,000 shares held by the selling stockholder and 378,705 shares newly issued by us. We received $55.5 million in net proceeds from the sale of our shares and used all of the proceeds to settle exchanges of a total of 341,962 Class B units and 36,743 Class C units by certain members of HLA. In connection with the exchange of the Class B units, we also repurchased for par value and canceled a corresponding number of shares of Class B common stock. We did not receive any proceeds from the sale of shares by the selling stockholder.
Previous report
Incentive fees increased $14.3 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, due primarily to the recognition of $13.1 million in performance fees from our evergreen funds during the period ended September 30, 2025.
Previous report
Total revenues increased $15.9 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024, due primarily to an increase in management and advisory fees, partially offset by a decrease in incentive fees.
Previous report
Incentive fees decreased $0.2 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024, due primarily to a decrease in tax-related carried interest distributions offset by the recognition of performance revenues during the period ending September 30, 2025.
Previous report
Total expenses increased $27.7 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, due primarily to increases in compensation and benefits and general, administrative and other expenses.
Previous report
Non-operating gain, net decreased $1.4 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 due primarily to the recognition of gains on a publicly traded technology investment during the three months ended September 30, 2024 that did not recur during the three months ended September 30, 2025.
Previous report
Incentive fees increased $4.2 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024, due to increased incentive fees from our specialized funds.
Previous report
Six months ended September 30, 2025
Previous report
Six months ended September 30, 2025 and 2024
Reworded paragraphs (49)
Previous wording
•Customized Separate Accounts: We design and build customized portfolios of private markets funds and direct investments to meet our clients’ specific portfolio objectives with regard to return, risk tolerance, diversification and liquidity. We generally have discretionary investment authority over our customized separate accounts, which comprised $101.0 billion of our assets under management (“AUM”) as of September 30, 2025.
Current wording
•Customized Separate Accounts: We design and build customized portfolios of private markets funds and direct investments to meet our clients’ specific portfolio objectives with regard to return, risk tolerance, diversification and liquidity. We generally have discretionary investment authority over our customized separate accounts, which comprised $98.1 billion of our assets under management (“AUM”) as of December 31, 2025.
Previous wording
•Specialized Funds: We organize, invest and manage commingled specialized primary, secondary and direct investment funds. Our specialized funds invest across a variety of private markets and include equity, equity-linked and credit funds offered on standard terms, as well as shorter duration, opportunistically oriented funds. We launched our first specialized fund in 1997. Since then, our product offerings have grown steadily and now include evergreen offerings that primarily invest in secondaries and direct investments in equity and credit and are available to certain high-net-worth individuals. Specialized funds comprised $44.4 billion of our AUM as of September 30, 2025.
Current wording
•Specialized Funds: We organize, invest and manage commingled specialized primary, secondary and direct investment funds. Our specialized funds invest across a variety of private markets and include equity, equity-linked and credit funds offered on standard terms, as well as shorter duration, opportunistically oriented funds. We launched our first specialized fund in 1997. Since then, our product offerings have grown steadily and now include evergreen offerings that primarily invest in secondaries and direct investments in equity and credit and are available to certain high-net-worth individuals. Specialized funds comprised $48.0 billion of our AUM as of December 31, 2025.
Previous wording
•Advisory Services: We offer non-discretionary investment advisory services to assist clients in developing and implementing their private markets investment programs. Our investment advisory services include asset allocation, strategic plan creation, development of investment policies and guidelines, the screening and recommending of investments, the monitoring of and reporting on investments and investment manager review and due diligence. Our advisory clients include some of the largest and most sophisticated private markets investors in the world. We had $859.8 billion of assets under advisement (“AUA”) as of September 30, 2025.
Current wording
•Advisory Services: We offer non-discretionary investment advisory services to assist clients in developing and implementing their private markets investment programs. Our investment advisory services include asset allocation, strategic plan creation, development of investment policies and guidelines, the screening and recommending of investments, the monitoring of and reporting on investments and investment manager review and due diligence. Our advisory clients include some of the largest and most sophisticated private markets investors in the world. We had $871.5 billion of assets under advisement (“AUA”) as of December 31, 2025.
Previous wording
On October 1, 2025, we amended our existing 2022 Multi-Draw Term Loan Agreement. The amendment included a decrease in the aggregate principal amount available to be borrowed, changed dates related to principal and interest payments and changed interest rates for borrowings to the greater of the prime rate minus 1.35% or 3.0%.
Current wording
On October 1, 2025, we amended our existing 2022 Multi-Draw Term Loan Agreement. The amendment included a decrease in the aggregate principal amount available to be borrowed from $75 million to $50 million, changed dates related to principal and interest payments and changed interest rates for borrowings to the greater of the prime rate minus 1.35% or 3.00%.
Previous wording
On November 2, 2025, we entered into into a long-term strategic partnership with The Guardian Life Insurance Company of America (“Guardian”). Through this partnership, we will manage Guardian’s existing nearly $5 billion private equity portfolio. Guardian will also commit to invest approximately $500 million per year in private equity for the next 10 years through us, which Guardian has confirmed would maintain Guardian's typical annual contribution to the asset class and support its general account target allocation goals. This will include $250 million in seed capital for our new evergreen initiatives. To support the partnership’s shared goals, Guardian will be granted, at closing, a warrant related to a maximum of 400,000 shares of our Class A common stock along with additional financial incentives. The warrant is subject to applicable exercise prices and vesting and forfeiture conditions, may be settled in cash or shares at our election, expires approximately 10 years after issuance, and includes customary anti‑dilution adjustments for stock splits, stock dividends and similar events. The transaction is expected to close, and the warrant is expected to be issued, at the end of the fourth calendar quarter of 2025, subject to customary closing conditions. For more information see Part II, Item 5 of this Form 10-Q, our press release dated November 3, 2025 filed as Exhibit 99.1 hereto, and the full text of the warrant filed as Exhibit 4.1 hereto.
Current wording
On November 2, 2025, we entered into a long-term strategic partnership with The Guardian Life Insurance Company of America (“Guardian”). Through this partnership, we will oversee Guardian’s existing nearly $5 billion private equity portfolio, and Guardian has also committed to invest approximately $500 million per year in private equity for the next 10 years through us. To support the partnership’s shared goals, Guardian was granted, at closing, a warrant related to a maximum of 400,000 shares of our Class A common stock (the “Warrant”) along with additional financial incentives. The Warrant is subject to applicable exercise prices and vesting and forfeiture conditions, may be settled in cash or shares at our election, expires approximately 10 years after issuance, and includes customary anti‑dilution adjustments for stock splits, stock dividends and similar events. The transaction closed, and the Warrant was issued, on December 31, 2025.
Previous wording
Revenues from specialized funds are based on a percentage of limited partners’ capital commitments to, net invested capital or net asset value (“NAV”) in, our specialized funds. The management fee during the investment period is often charged on capital commitments and after the investment period (or a defined anniversary of the fund’s initial closing) is typically reduced by a percentage of the management fee for the preceding year or charged on net invested capital or NAV. In the case of certain funds, we charge management fees on capital commitments, with the management fee increasing during the early years of the fund’s term and declining in the later years. Management fees for certain funds are discounted based on the amount of the limited partners’ commitments, whether the limited partners commit early in the offering period or if the limited partners are investors in our other funds.
Current wording
Revenues from specialized funds are based on a percentage of limited partners’ capital commitments to, net invested capital or net asset value (“NAV”) in, our specialized funds. The management fee during the investment period is often charged on capital commitments and after the investment period (or a defined anniversary of the fund’s initial closing) is typically reduced by a percentage of the management fee for the preceding year or charged on net invested capital or NAV. In the case of certain funds, we charge management fees on capital commitments, with the management fee increasing during the early years of the fund’s term and declining in the later years. Management fees for certain funds are discounted based on the amount of the limited partners’ commitments, whether the limited partners commit early in the offering period or if the limited partners are investors in our other funds. Revenues from specialized funds that charge management fees during their fundraising periods include retroactive fees. Retroactive fees are management fees earned from investors that commit to a specialized fund after the first close of the fund and are required to pay a catch-up management fee as if they had committed to the fund at the first closing.
Previous wording
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law in the U.S. The OBBBA contains several provisions revising the U.S. federal corporate income tax by, among other things, extending many expiring provisions from the Tax Cuts and Jobs Act of 2017, modifying the international tax framework, and restoring favorable tax treatment for certain business provisions. The OBBBA legislation did not have a material impact on our consolidated financial statements.
Current wording
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law in the United States. The OBBBA contains several provisions revising the U.S. federal corporate income tax by, among other things, extending many expiring provisions from the Tax Cuts and Jobs Act of 2017, modifying the international tax framework, and restoring favorable tax treatment for certain business provisions. As of December 31, 2025, the OBBBA did not have a material impact on the Company’s income tax expense.
Previous wording
The following is a discussion of our consolidated results of operations for the three and six months ended September 30, 2025 and 2024. This information is derived from our accompanying condensed consolidated financial statements prepared in accordance with GAAP.
Current wording
The following is a discussion of our consolidated results of operations for the three and nine months ended December 31, 2025 and 2024. This information is derived from our accompanying condensed consolidated financial statements prepared in accordance with GAAP.
Previous wording
Total revenues increased $36.7 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, due to increases in both management and advisory fees and incentive fees.
Current wording
Total revenues increased $31.1 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024, due to increases in both management and advisory fees and incentive fees.
Previous wording
Management and advisory fees increased $22.3 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Specialized funds revenue increased $19.5 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, due primarily to an increase of $16.4 million in revenue from our evergreen funds and increase of $2.1 million in revenue from our latest direct equity fund, which added $4.8 billion and $0.6 billion, respectively, in fee-earning AUM between periods. Revenue from our specialized funds for the three months ended September 30, 2025 included $0.7 million of retroactive fees from our latest direct equity fund. Retroactive fees are management fees earned from investors that commit to a specialized fund after the first close of the fund and are required to pay a catch-up management fee as if they had committed to the fund at the first closing in a prior period. Customized separate accounts revenue increased $1.0 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 due to the addition of new accounts, additional allocations from existing accounts and continued investment activity. Reporting, monitoring, data and analytics revenue increased $1.5 million, due primarily to increased subscriptions of our technology solutions.
Current wording
Management and advisory fees increased $26.9 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024. Specialized funds revenue increased $22.8 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024, due primarily to an increase of $17.9 million in revenue from our evergreen funds and increase of $4.4 million in revenue from our latest direct equity fund, which added $6.2 billion and $0.7 billion, respectively, in fee-earning AUM between periods. Revenue from our specialized funds for the three months ended December 31, 2025 included $2.8 million of retroactive fees from our latest direct equity fund. Customized separate accounts revenue increased $2.2 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024 due to the addition of new accounts, additional allocations from existing accounts and continued investment activity. Reporting, monitoring, data and analytics revenue increased $2.2 million, due primarily to increased subscriptions of our technology solutions.
Previous wording
Incentive fees increased $4.2 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, due to increased incentive fees from our specialized funds.
Current wording
Incentive fees increased $4.2 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024, due primarily to an increase in evergreen-related performance fees partially offset by proceeds realized on the sale of underlying investments in one of our specialized funds during the three months ended December 31, 2024.
Previous wording
Management and advisory fees increased $16.1 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024. Specialized funds revenue increased $12.5 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024, due primarily to an increase of $31.0 million in revenue from our evergreen funds and an increase of $3.8 million in revenue from our latest direct equity fund. Revenue from our specialized funds for the six months ended September 30, 2025 included $0.8 million of retroactive fees from our latest direct equity fund compared to $20.7 million from our latest secondary fund recognized during the six months ended September 30, 2024. Customized separate accounts revenue increased $2.1 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024 due to the addition of several new accounts, additional allocations from existing accounts, and continued investment activity. Reporting, monitoring, data and analytics revenue increased $2.9 million, due primarily to increased subscriptions of our technology solutions.
Current wording
Management and advisory fees increased $43.0 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024. Specialized funds revenue increased $35.3 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024, due primarily to an increase of $50.0 million in revenue from our evergreen funds and an increase of $8.2 million in revenue from our latest direct equity fund, partially offset by $20.7 million of retroactive fees from our latest secondary fund recognized during the nine months ended December 31, 2024 compared to $2.4 million from our latest direct equity fund during the nine months ended December 31, 2025. Reporting, monitoring, data and analytics revenue increased $5.1 million, due primarily to increased subscriptions of our technology solutions. Customized separate accounts revenue increased $4.3 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024 due to the addition of several new accounts, additional allocations from existing accounts, and continued investment activity.
Previous wording
Total expenses increased $19.3 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024, due to increases in both compensation and benefits and general, administrative and other expenses.
Current wording
Total expenses increased $19.8 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024, due to increases in both compensation and benefits and general, administrative and other expenses.
Previous wording
Compensation and benefits expenses increased $21.9 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Base compensation and benefits increased $12.9 million for the three months ended September 30, 2025, due primarily to an increase in salary expense from additional headcount and an increase in our annual bonus plan accrual related to stronger operating performance compared to the prior year period. Equity-based compensation increased $7.7 million driven primarily by awards granted in the prior fiscal year ended March 31, 2025. Incentive fee compensation increased $1.3 million for the three months ended September 30, 2025 due to an increase in carried interest revenue compared to the prior year period.
Current wording
Compensation and benefits expenses increased $16.0 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024. Base compensation and benefits increased $21.3 million for the three months ended December 31, 2025, due primarily to an increase in salary expense from additional headcount and an increase in our annual bonus plan accrual related to stronger operating performance compared to the prior year period. Equity-based compensation increased $1.2 million driven primarily by awards granted between December 31, 2024 and December 31, 2025. Incentive fee compensation decreased $6.4 million for the three months ended December 31, 2025 primarily due to a decrease in carried interest revenue compared to the prior year period.
Previous wording
General, administrative and other expenses increased $5.8 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change consisted primarily of a $1.3 million increase in fund reimbursement expense attributed to the timing of newly created funds, a $1.2 million increase in consulting and professional fees and a $0.8 million increase in third-party commissions primarily attributed to the increase in gross subscriptions to our evergreen funds.
Current wording
General, administrative and other expenses increased $3.7 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024, due primarily to an increase in consulting and professional fees.
Previous wording
Compensation and benefits expenses increased $13.0 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024. Base compensation and benefits increased $5.4 million, due primarily to an increase in salary expense from additional headcount and an increase in our annual bonus plan accrual related to stronger operating performance compared to the prior year period. Equity-based compensation increased $17.3 million for the six months ended September 30, 2025, driven primarily by awards granted in the prior fiscal year ended March 31, 2025. Incentive fee compensation decreased $9.6 million for the six months ended September 30, 2025 due to a decrease in carried interest revenue compared to the prior year period.
Current wording
Compensation and benefits expenses increased $29.1 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024. Base compensation and benefits increased $26.6 million, due primarily to an increase in salary expense from additional headcount and an increase in our annual bonus plan accrual related to stronger operating performance compared to the prior year period. Equity-based compensation increased $18.5 million for the nine months ended December 31, 2025, driven primarily by awards granted in the prior fiscal year ended March 31, 2025. Incentive fee compensation decreased $16.1 million for the nine months ended December 31, 2025 due to a decrease in carried interest revenue compared to the prior year period.
Previous wording
General, administrative and other expenses increased $6.2 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024. This change consisted primarily of a $2.2 million increase in third-party commissions primarily attributed to the increase in gross subscriptions to our evergreen funds, a $1.5 million increase in consulting and professional fees and a $0.9 million increase in technology related expenses.
Current wording
General, administrative and other expenses increased $10.0 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024. This change consisted primarily of a $5.3 million increase in consulting and professional fees, a $2.8 million increase in third-party commissions primarily attributed to the increase in gross subscriptions to our evergreen funds, and a $1.1 million increase in technology-related expenses.
Previous wording
Other income (expense) increased $12.4 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, due primarily to an increase in equity in income of investees, partially offset by a decrease in non-operating gain, net.
Current wording
Other income (expense) increased $1.9 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024, due primarily to an increase in non-operating gain, net, partially offset by a decrease in equity income of investees.
Previous wording
Equity in income of investees increased $13.7 million due primarily to larger increases in investment valuations during the three months ended September 30, 2025 compared to the three months ended September 30, 2024.
Current wording
Equity in income of investees decreased $0.3 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024 due primarily to smaller increases in investment valuations.
Previous wording
Other income (expense) increased $6.2 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024, due primarily to an increase in equity in income of investees, partially offset by a decrease in non-operating gain, net.
Current wording
Other income (expense) increased $8.1 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024, due primarily to an increase in equity in income of investees, partially offset by a decrease in non-operating gain, net.
Previous wording
Equity in income of investees increased $15.7 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024, due primarily to larger increases in investment valuations during the six months ended September 30, 2025 compared to the six months ended September 30, 2024.
Current wording
Equity in income of investees increased $15.4 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024, due primarily to larger increases in investment valuations.
Previous wording
Non-operating gain, net decreased $10.8 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024, due primarily to the recognition of gains on our technology investment during the six months ended September 30, 2024 that did not recur during the six months ended September 30, 2025.
Current wording
Non-operating gain, net decreased $8.6 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024, due primarily to a decrease in our liability under the tax receivable agreement, offset by gains on our technology investments during the nine months ended December 31, 2024.
Previous wording
Other income (expense) of Consolidated Funds and Partnerships increased $15.6 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, due primarily to increased investment activity of Funds consolidated between periods.
Current wording
Other income (expense) of Consolidated Funds and Partnerships increased $17.7 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024, due primarily to increased investment activity of Funds consolidated between periods.
Previous wording
Other income (expense) of Consolidated Funds and Partnerships increased $23.1 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024 due primarily to increased investment activity of Funds consolidated between periods.
Current wording
Other income (expense) of Consolidated Funds and Partnerships increased $40.8 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024, due primarily to increased investment activity of Funds consolidated between periods.
Previous wording
Our effective tax rate was 11.9% and 1.5% for the three months ended September 30, 2025 and 2024, respectively, and 15.2% and 11.3% for the six months ended September 30, 2025 and 2024, respectively. These rates were different from the statutory tax rates due to the portion of income allocated to NCI, a change in valuation allowance recorded against deferred tax assets and discrete tax adjustments to true-up prior fiscal year estimated investment taxable income to actual investment taxable income reported to us after the prior fiscal year end. The effective tax rates for the three and six months ended September 30, 2025 were higher than the effective tax rates for the three and six months ended September 30, 2024 due primarily to less discrete tax adjustments recorded at September 30, 2025.
Current wording
Our effective tax rate was 22.7% and 14.1% for the three months ended December 31, 2025 and 2024, respectively, and 17.9% and 12.3% for the nine months ended December 31, 2025 and 2024, respectively. These rates were different from the statutory tax rates due to the portion of income allocated to NCI, change in valuation allowance recorded against deferred tax assets and discrete tax adjustments to true-up prior fiscal year estimated investment taxable income to actual investment taxable income reported to us after the prior fiscal year end. The effective tax rates for the three and nine months ended December 31, 2025 were higher than the effective tax rates for the three and nine months ended December 31, 2024 due primarily to an increase in valuation allowances against deferred tax assets recorded at December 31, 2025.
Previous wording
Net income attributable to NCI increased by $11.8 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, due primarily to an increase in overall net income.
Current wording
Net income attributable to NCI increased by $9.9 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024, due primarily to an increase in overall net income during the period.
Previous wording
Net income attributable to NCI in consolidated Funds increased $6.4 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase was due primarily to gains on investments held by Funds consolidated between periods and increased subscriptions in consolidated Funds by NCI holders.
Current wording
Net income attributable to NCI in consolidated Funds increased $9.6 million for the three months ended December 31, 2025 compared to the three months ended December 31, 2024. The increase was due primarily to gains on investments held by Funds consolidated between periods and increased NCI ownership driven by increased subscriptions in the consolidated Funds by NCI holders.
Previous wording
Net income attributable to NCI in Hamilton Lane Advisors, L.L.C. increased $5.5 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 due primarily to an overall increase in net-income, partially offset by a decrease in NCI holders’ economic ownership percentage of Hamilton Lane Advisors, L.L.C. between periods.
Current wording
Net income attributable to NCI in Hamilton Lane Advisors, L.L.C. remained mostly unchanged for the three months ended December 31, 2025 compared to the three months ended December 31, 2024, due primarily to a decrease in NCI holders’ economic ownership percentage of Hamilton Lane Advisors, L.L.C. between periods, partially offset by an overall increase in net income.
Previous wording
Net income attributable to NCI increased by $7.0 million for the six months ended September 30, 2025, compared to the six months ended September 30, 2024, due primarily to an increase in overall net income.
Current wording
Net income attributable to NCI increased by $16.9 million for the nine months ended December 31, 2025, compared to the nine months ended December 31, 2024, due primarily to an increase in overall net income during the period.
Previous wording
Net income attributable to NCI in consolidated Funds increased by $7.8 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024. The increase was due primarily to gains on investments held by Funds consolidated between periods and increased subscriptions in consolidated Funds by NCI holders.
Current wording
Net income attributable to NCI in consolidated Funds increased by $17.4 million for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024. The increase was due primarily to gains on investments held by Funds consolidated between periods and increased NCI ownership driven by increased subscriptions in the consolidated Funds by NCI holders.
Previous wording
Net income attributable to NCI in Hamilton Lane Advisors, L.L.C. decreased by $0.4 million for the six months ended September 30, 2025 compared to the six months ended September 30, 2024 due primarily to a decrease in NCI holders’ economic ownership percentage of Hamilton Lane Advisors, L.L.C. during the period, partially offset by an overall increase in net income.
Current wording
Net income attributable to NCI in Hamilton Lane Advisors, L.L.C. remained mostly unchanged for the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024, due primarily to a decrease in NCI holders’ economic ownership percentage of Hamilton Lane Advisors, L.L.C. during the period, partially offset by an overall increase in net income.
Previous wording
Fee-earning AUM increased $2.0 billion during the three months ended September 30, 2025, due primarily to contributions from customized separate accounts and specialized funds.
Current wording
Fee-earning AUM increased $2.7 billion during the three months ended December 31, 2025, due primarily to contributions from customized separate accounts and specialized funds.
Previous wording
Customized separate accounts fee-earning AUM increased $0.5 billion for the three months ended September 30, 2025. Customized separate accounts contributions were $1.1 billion for the three months ended September 30, 2025, due to the addition of new accounts, additional allocations from existing accounts and continued investment activity. Distributions were $0.8 billion for the three months ended September 30, 2025, due primarily to $0.5 billion from returns of capital in accounts earning fees on a net invested capital or NAV fee base and $0.3 billion from accounts reaching the end of their fund term.
Current wording
Customized separate accounts fee-earning AUM increased $0.3 billion for the three months ended December 31, 2025. Customized separate accounts contributions were $1.3 billion for the three months ended December 31, 2025, due to the addition of new accounts, additional allocations from existing accounts and continued investment activity. Distributions were $1.1 billion for the three months ended December 31, 2025, due primarily to $0.6 billion from returns of capital in accounts earning fees on a net invested capital or NAV fee base, $0.3 billion from accounts moving from a committed to net invested capital fee base, and $0.2 billion from accounts reaching the end of their fund term.
Previous wording
Specialized funds fee-earning AUM increased $1.5 billion for the three months ended September 30, 2025. Specialized fund contributions were $1.8 billion for the three months ended September 30, 2025, due primarily to $1.3 billion from our evergreen funds. Distributions were $0.6 billion for the three months ended September 30, 2025, due primarily to $0.4 billion from accounts reaching the end of their fund term and $0.2 billion from returns of capital in accounts earning fees on a net invested capital or NAV fee base.
Current wording
Specialized funds fee-earning AUM increased $2.4 billion for the three months ended December 31, 2025. Specialized fund contributions were $2.7 billion for the three months ended December 31, 2025, due primarily to $2.0 billion from our evergreen funds. Distributions were $0.8 billion for the three months ended December 31, 2025, due primarily to $0.7 billion from returns of capital and redemptions in funds earning fees on a net invested capital or NAV fee base.
Previous wording
Fee-earning AUM increased $4.4 billion during the six months ended September 30, 2025, due primarily to contributions from customized separate accounts and specialized funds.
Current wording
Fee-earning AUM increased $7.1 billion during the nine months ended December 31, 2025, due primarily to contributions from customized separate accounts and specialized funds.
Previous wording
Customized separate accounts fee-earning AUM increased $1.5 billion for the six months ended September 30, 2025. Customized separate accounts contributions were $2.9 billion for the six months ended September 30, 2025, due to the addition of new accounts, additional allocations from existing accounts and continued investment activity. Distributions were $1.8 billion for the six months ended September 30, 2025, due primarily to $0.9 billion from returns of capital in accounts earning fees on a net invested capital or NAV fee base, $0.5 billion from accounts reaching the end of their fund term, and $0.4 billion from accounts moving from a committed to net invested capital fee base.
Current wording
Customized separate accounts fee-earning AUM increased $1.7 billion for the nine months ended December 31, 2025. Customized separate accounts contributions were $4.3 billion for the nine months ended December 31, 2025, due to the addition of new accounts, additional allocations from existing accounts and continued investment activity. Distributions were $2.9 billion for the nine months ended December 31, 2025, due primarily to $1.5 billion from returns of capital in accounts earning fees on a net invested capital or NAV fee base, $0.7 billion from accounts moving from a committed to net invested capital fee base and $0.7 billion from accounts reaching the end of their fund term.
Previous wording
Specialized funds fee-earning AUM increased $2.9 billion for the six months ended September 30, 2025. Specialized fund contributions were $3.4 billion for the six months ended September 30, 2025, due primarily to $2.6 billion from our evergreen funds. Distributions were $1.2 billion for the six months ended September 30, 2025 due primarily to $1.0 billion from returns of capital and redemptions in funds earning fees on a net invested capital or NAV fee base and $0.3 billion from accounts reaching the end of their fund term.
Current wording
Specialized funds fee-earning AUM increased $5.4 billion for the nine months ended December 31, 2025. Specialized fund contributions were $6.1 billion for the nine months ended December 31, 2025, due primarily to $4.6 billion from our evergreen funds. Distributions were $2.0 billion for the nine months ended December 31, 2025 due primarily to $1.6 billion from returns of capital and redemptions in funds earning fees on a net invested capital or NAV fee base and $0.4 billion from accounts reaching the end of their fund term.
Previous wording
The following table shows a reconciliation of net income attributable to Hamilton Lane Incorporated to FRE and Adjusted EBITDA for the three and six months ended September 30, 2025 and 2024:
Current wording
The following table shows a reconciliation of net income attributable to Hamilton Lane Incorporated to FRE and Adjusted EBITDA for the three and nine months ended December 31, 2025 and 2024:
Previous wording
Non-GAAP earnings per share (“EPS”) measures our per-share earnings excluding certain significant items that we believe are not indicative of our core performance and assuming all Class B and Class C units in HLA were exchanged for Class A common stock in HLI. Non-GAAP EPS is calculated as adjusted net income divided by adjusted shares outstanding. Adjusted net income is income before taxes fully taxed at our estimated statutory tax rate and excludes any impact of changes in carrying amount of our redeemable NCI. Adjusted shares outstanding for the three and six months ended September 30, 2025 and 2024 are equal to weighted-average shares of Class A common stock outstanding - diluted. We believe adjusted net income and non-GAAP EPS are useful to investors because they enable them to better evaluate total and per-share operating performance across reporting periods.
Current wording
Non-GAAP earnings per share (“EPS”) measures our per-share earnings excluding certain significant items that we believe are not indicative of our core performance and assuming all Class B and Class C units in HLA were exchanged for Class A common stock in HLI. Non-GAAP EPS is calculated as adjusted net income divided by adjusted shares outstanding. Adjusted net income is income before taxes fully taxed at our estimated statutory tax rate and excludes any impact of changes in carrying amount of our redeemable NCI. Adjusted shares outstanding for the three and nine months ended December 31, 2025 and 2024 are equal to weighted-average shares of Class A common stock outstanding - diluted. We believe adjusted net income and non-GAAP EPS are useful to investors because they enable them to better evaluate total and per-share operating performance across reporting periods.
Previous wording
The following table shows a reconciliation of adjusted net income to net income attributable to Hamilton Lane Incorporated for the three and six months ended September 30, 2025 and 2024:
Current wording
The following table shows a reconciliation of adjusted net income to net income attributable to Hamilton Lane Incorporated for the three and nine months ended December 31, 2025 and 2024:
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Previous report — wording carried elsewhere
Investing activities generally reflect cash used for fixed asset purchases and contributions to and distributions from our investments.
Previous report — wording carried elsewhere
Our financing activities generally reflect cash received from debt and equity financings, payments to owners in the form of dividends, distributions and repurchases of shares and scheduled drawdowns and repayments of our outstanding debt.