Hamilton Lane INC
For the period ended Sep 30, 2026. Filed Nov 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.
Sep 30, 2026 · Filed Nov 3, 2026
HLNE$89.46-0.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-04.
0001433642-26-000042
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-03.
0001433642-26-000056
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 174 previous paragraphs and 191 current paragraphs.
119 unchanged; 48 reworded; 19 added; 6 removed; 1 previous and 5 current paragraphs rearranged.
Tables are not compared: 12 previous and 17 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 (19)
Current report
Sale of Investment
Current report
On October 8, 2026, we sold our interests in a technology investment for $30.8 million in cash, recognizing a realized gain of $17.1 million.
Current report
Incentive fees decreased $4.2 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to a decrease in carried interest from our customized separate accounts during the three months ended September 30, 2026.
Current report
Management and advisory fees increased $49.6 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025. Specialized funds revenue increased $45.9 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025, due primarily to increases of $36.9 million in revenue from our evergreen funds, $5.0 million in revenue from our latest direct equity fund, and $1.7 million in revenue from our latest secondary fund, which added $6.3 billion, $0.9 billion, and $0.8 billion, respectively, in fee-earning AUM between periods. Revenue from our specialized funds for the six months ended September 30, 2026 included $2.1 million of retroactive fees from our latest direct equity fund. Fund reimbursement revenue increased $4.1 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025 due primarily to the timing of fund related expenses. Reporting, monitoring, data and analytics revenue increased $2.6 million, due primarily to increased subscriptions of our technology solutions. Advisory revenue decreased $1.9 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025 due primarily to advisory agreements reaching the end of their term. Customized separate accounts revenue decreased $1.6 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025 due to one-time contractual true-ups for customized separate account commitments to specialized funds.
Current report
Total expenses increased $5.0 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to increases in general, administrative and other expenses.
Current report
Compensation and benefits expenses remained flat for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. Incentive fee compensation decreased $1.4 million for the three months ended September 30, 2026, due primarily to a decrease in carried interest revenue compared to the prior year period. Equity-based compensation increased $1.3 million for the three months ended September 30, 2026, driven primarily by awards granted between September 30, 2025 and September 30, 2026.
Current report
General, administrative and other expenses increased $13.8 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025. This change was due primarily to increases in consulting and professional fees of $3.6 million, fund reimbursement expense of $3.4 million, technology related expense of $2.1 million, marketing and conference related expenses of $1.7 million and commissions of $1.2 million.
Current report
Other income (expense) increased $20.7 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to an increase in non-operating gain, net and equity in income of investees.
Current report
Non-operating gain, net, increased $16.2 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to an unrealized gain of $15.6 million recognized on a publicly traded technology investment during the three months ended September 30, 2026.
Current report
Other income (expense) increased $14.0 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025, due primarily to an increase in non-operating gain, net, partially offset by a decrease in equity in income of investees.
Current report
Non-operating gain, net, increased $15.2 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025, due primarily to an unrealized gain of $15.6 million recognized on a publicly traded technology investment during the six months ended September 30, 2026.
Current report
Equity in income of investees decreased by $2.6 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025, due primarily to fluctuations in publicly traded investments held by secondary funds, partially offset by larger increases in investment valuations on evergreen funds.
Current report
Other income (expense) of Consolidated Funds and Partnerships increased $45.4 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025, due primarily to increased investment activity of Funds consolidated between periods.
Current report
Specialized funds fee-earning AUM increased $1.9 billion for the three months ended September 30, 2026. Specialized fund contributions were $2.3 billion for the three months ended September 30, 2026, due primarily to $1.1 billion from our evergreen funds and $0.8 billion from our latest secondary fund. Distributions were $0.9 billion for the three months ended September 30, 2026, due primarily to redemptions from evergreen funds and returns of capital.
Current report
Six months ended September 30, 2026
Current report
Fee-earning AUM increased $4.4 billion during the six months ended September 30, 2026, due primarily to contributions.
Current report
On June 29, 2026, the Consolidated Fund drew $145.0 million under the Bridge Facility to fund the acquisition of portfolio investments. In August 2026, the Consolidated Fund held its first close and refinanced the Bridge Facility with a revolving credit facility that is not guaranteed by HLA. This resulted in us no longer being the primary beneficiary of the Fund. Accordingly, during the three months ended September 30, 2026, we deconsolidated the Fund resulting in the derecognition of the $145.0 million Bridge Facility. No amounts were paid by HLA under the guaranty.
Current report
We expect to continue to use our balance sheet to support the launch and growth of our specialized funds and customized separate accounts. In addition to funding the capital commitments we have made to certain of our specialized funds and customized separate accounts and providing seed capital to new specialized funds, including our evergreen funds, we may from time to time warehouse investments pending fundraising, make loans to these funds and accounts, invest in structured vehicles that we sponsor, and guarantee or otherwise provide credit support for their obligations, such as credit facilities or equity commitments. The guaranteed obligations are generally secured by uncalled capital commitments to, or investments held by, the applicable fund. We generally expect capital we provide through loans to be returned as third-party capital is raised, and we believe the likelihood of material funding under the guarantees would be remote. However, the timing of any return is uncertain, and we may hold these positions longer than anticipated.
Current report
Six months ended September 30, 2026 and 2025
Removed paragraphs (6)
Previous report
Stock Repurchases
Previous report
Three Months Ended June 30, 2026 compared to three months ended June 30, 2025
Previous report
Finally, we have used available cash and borrowings from our Loan Agreements (defined below) and Senior Notes (defined below) to make strategic investments in companies that seek to offer technology-driven private markets data and wealth management solutions, to seed new specialized funds and for general corporate purposes.
Previous report
HLA provided an unconditional guaranty of payment of the Fund’s obligations under the Bridge Facility, subject to a maximum liability of $250.0 million. Because this guaranty supports the payment obligations of a consolidated subsidiary, it is not recognized as a separate liability in our consolidated financial statements; it instead represents our commitment to stand behind indebtedness of the consolidated group. As of June 30, 2026, $105.0 million of the maximum guaranty amount represented undrawn capacity under the facility.
Previous report
Amounts outstanding under the Bridge Facility are required to be prepaid within one business day of the Fund’s receipt of capital contributions from the Fund’s limited partners or proceeds of a related subscription credit facility. We expect the Bridge Facility to be repaid in full, and the related guaranty correspondingly reduced or terminated, once the Fund’s initial capital raising activities are completed and its subscription credit facility becomes available to fund capital calls. We believe the likelihood that we will be required to perform under this guaranty is remote.
Previous report
We anticipate that we may be required to guarantee similar indebtedness on behalf of our funds, whether consolidated or not, in the future.
Reworded paragraphs (48)
Previous wording
The following discussion may contain forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in these forward-looking statements. Investors should review the “Cautionary Note Regarding Forward-Looking Information” above and the “Risk Factors” detailed in Part I, Item 1A of our 2026 Form 10-K for a discussion of those risks and uncertainties that have the potential to cause actual results to be materially different. Our results of operations for interim periods are not necessarily indicative of results to be expected for the full year or for any other period. Unless otherwise indicated, references in this Form 10-Q to fiscal 2026 and fiscal 2025 are to our fiscal years ended March 31, 2026, and 2025, respectively.
Current wording
The following discussion may contain forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in these forward-looking statements. Investors should review the “Cautionary Note Regarding Forward-Looking Information” above and the “Risk Factors” detailed in Part I, Item 1A of our 2026 Form 10-K for a discussion of those risks and uncertainties that have the potential to cause actual results to be materially different. Our results of operations for interim periods are not necessarily indicative of results to be expected for the full year or for any other period. Unless otherwise indicated, references in this Form 10-Q to fiscal 2026 and fiscal 2025 are to our fiscal years ended March 31,2026, and 2025, respectively.
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 $94.5 billion of our assets under management (“AUM”) as of June 30, 2026.
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 $96.0 billion of our assets under management (“AUM”) as of September 30, 2026.
Previous wording
•Specialized Funds: We invest and manage commingled specialized primary, secondary, private credit, direct equity and multi-strategy investment funds across the private markets, including those that focus on specific markets or strategies such as venture capital, infrastructure, real estate and impact. Our specialized funds include both drawdown funds and evergreen funds. Specialized funds comprised $51.9 billion of our AUM as of June 30, 2026.
Current wording
•Specialized Funds: We invest and manage commingled specialized primary, secondary, private credit, direct equity and multi-strategy investment funds across the private markets, including those that focus on specific markets or strategies such as venture capital, infrastructure, real estate and impact. Our specialized funds include both drawdown funds and evergreen funds. Specialized funds comprised $54.7 billion of our AUM as of September 30, 2026.
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 $914.1 billion of assets under advisement (“AUA”) as of June 30, 2026.
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 $929.1 billion of assets under advisement (“AUA”) as of September 30, 2026.
Previous wording
Non-operating (loss) gain, netconsists primarily of gains and losses on certain investments, changes in liability under the tax receivable agreement and other non-recurring or non-cash items.
Current wording
Non-operating gain, netconsists primarily of gains and losses on certain investments, changes in liability under the tax receivable agreement and other non-recurring or non-cash items.
Previous wording
The following is a discussion of our consolidated results of operations for the three months ended June 30, 2026 and 2025. 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 six months ended September 30, 2026 and 2025. This information is derived from our accompanying condensed consolidated financial statements prepared in accordance with GAAP.
Previous wording
The following table shows our total revenues (excluding consolidated funds and general partner entities that are not wholly-owned (“Consolidated Funds and Partnerships”)):
Current wording
The following table shows our total revenues (excluding consolidated funds (“Consolidated Funds”) and general partner entities that are not wholly-owned (“Partnerships”)):
Previous wording
Three months ended June 30, 2026 and 2025
Current wording
Total revenues increased $17.8 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due to an increase in management and advisory fees, partially offset by a decrease in incentive fees.
Previous wording
Management and advisory fees increased $27.7 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. Specialized funds revenue increased $26.1 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, due primarily to an increase of $19.6 million in revenue from our evergreen funds and an increase of $3.8 million in revenue from our latest direct equity fund, which added $6.7 billion and $0.9 billion, respectively, in fee-earning AUM between periods. Revenue from our specialized funds for the three months ended June 30, 2026 included $2.1 million of retroactive fees from our latest direct equity fund. Customized separate accounts revenue increased $0.1 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025 driven by a net increase in fee-earning AUM. Reporting, monitoring, data and analytics revenue increased $1.5 million, due primarily to increased subscriptions of our technology solutions. Fund reimbursement revenue increased $1.6 million due primarily to the timing of fund related expenses. Advisory revenue decreased $0.9 million in the three months ended June 30, 2026 compared to the three months ended June 30, 2025 due primarily to advisory agreements reaching the end of their term.
Current wording
Management and advisory fees increased $21.9 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. Specialized funds revenue increased $19.8 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to increases of $17.8 million in revenue from our evergreen funds, $1.7 million in revenue from our latest secondary fund, and $1.2 million in revenue from our latest direct equity fund, which added $6.3 billion, $0.8 billion, and $0.9 billion, respectively, in fee-earning AUM between periods. Reporting, monitoring, data and analytics revenue increased $1.1 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to increased subscriptions of our technology solutions. Fund reimbursement revenue increased $2.4 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to the timing of fund related expenses. Customized separate accounts revenue decreased $1.7 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025 due to one-time contractual true-ups for customized separate account commitments to specialized funds. Advisory revenue decreased $0.9 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025 due primarily to advisory agreements reaching the end of their term.
Previous wording
Total revenues increased $99.4 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, due to increases in both management and advisory fees and incentive fees.
Current wording
Total revenues increased $117.1 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025, due to increases in both management and advisory fees and incentive fees.
Previous wording
Incentive fees increased $71.7 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, due primarily to an increase in evergreen-related incentive fees during the three months ended June 30, 2026.
Current wording
Incentive fees increased $67.6 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025, due primarily to an increase in evergreen-related performance fees, partially offset by a decrease in carried interest from our customized separate accounts during the six months ended September 30, 2026.
Previous wording
General, administrative and other expenses increased $9.3 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This change was due primarily to increases in fund reimbursement expense of $3.0 million and consulting and professional fees of $5.3 million.
Current wording
General, administrative and other expenses increased $4.5 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. This change was due primarily to increases in consulting and professional fees of $1.1 million, technology related expenses of $1.7 million, marketing and conference related expense of $1.6 million, and fund reimbursement expense of $0.4 million, partially offset by decreases in other expenses.
Previous wording
Total expenses increased $47.4 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, due to increases in both compensation and benefits and general, administrative and other expenses.
Current wording
Total expenses increased $52.3 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025, due to increases in both compensation and benefits and general, administrative and other expenses.
Previous wording
Compensation and benefits expenses increased $38.1 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. Base compensation and benefits increased $29.8 million for the three months ended June 30, 2026, due primarily to an increase in our annual bonus plan accrual related to stronger operating performance compared to the prior year period and an increase in salary expense from additional headcount. Incentive fee compensation increased $8.2 million for the three months ended June 30, 2026 primarily due to an increase in carried interest revenue compared to the prior year period.
Current wording
Compensation and benefits expenses increased $38.6 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025. Base compensation and benefits increased $30.4 million, due primarily to an increase in our annual bonus plan accrual related to stronger operating performance compared to the prior year period and an increase in salary expense from additional headcount. Equity-based compensation increased $1.5 million for the six months ended September 30, 2026, driven primarily by awards granted between September 30, 2025 and September 30, 2026. Incentive fee compensation increased $6.8 million for the six months ended September 30, 2026 due to an increase in carried interest revenue compared to the prior year period.
Previous wording
Other income (expense) decreased $6.7 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, due primarily to a $6.4 million decrease in equity income of investees. This was driven by smaller increases in investment valuations during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and fluctuations in publicly traded investments held by secondary funds.
Current wording
Equity in income of investees increased by $3.8 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to increases in investment valuations on our evergreen funds and customized separate accounts, partially offset by fluctuations in publicly traded investments held by secondary funds.
Previous wording
Other income (expense) of Consolidated Funds and Partnerships increased $11.7 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, due primarily to increased investment activity of Funds consolidated between periods, partially offset by valuation decreases during the three months ended June 30, 2025 on equity investments held by consolidated partnerships.
Current wording
Other income (expense) of Consolidated Funds and Partnerships increased $33.7 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to increased investment activity of Funds consolidated between periods and valuation increases on equity investments held by consolidated partnerships during the three months ended September 30, 2026.
Previous wording
General, administrative and other expenses of Consolidated Funds and Partnerships increased $2.5 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, due primarily to new funds that are consolidated and increased fund activity.
Current wording
General, administrative and other expenses of Consolidated Funds and Partnerships increased $2.0 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to new funds that are consolidated and increased fund activity.
Previous wording
Our effective tax rate was 16.7% and 19.3% for the three months ended June 30, 2026 and 2025, respectively. These rates were different from the statutory tax rates due primarily to the portion of income allocated to NCI. The effective tax rate for the three months ended June 30, 2026 was lower than the effective tax rate for the three months ended June 30, 2025 due primarily to changes in state and foreign income taxes.
Current wording
The Company’s effective tax rates were 16.6% and 11.9% for the three months ended September 30, 2026 and 2025, respectively, and 16.7% and 15.2% for the six months ended September 30, 2026 and 2025, respectively. These rates differed from the statutory tax rates due primarily to income allocated to NCI and changes in the valuation allowance recorded against deferred tax assets. The effective tax rates for the three and six months ended September 30, 2026 were higher than the three and six months ended September 30, 2025 due primarily to a smaller decrease in the valuation allowance against deferred tax assets recorded during the three and six months ended September 30, 2026.
Previous wording
Net income attributable to NCI increased by $21.1 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, due primarily to an increase in overall net income during the period.
Current wording
Net income attributable to NCI increased $38.7 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to an increase in overall net income during the period.
Previous wording
Net income attributable to NCI in Consolidated Funds and Partnerships increased $12.0 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The increase was due primarily to gains on investments held by Funds and increased subscriptions in the consolidated Funds by NCI holders, increasing the NCI ownership between periods.
Current wording
Net income attributable to NCI in Consolidated Funds and Partnerships increased $32.5 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The increase was due primarily to gains on investments held by Funds and increased subscriptions in the consolidated Funds by NCI holders, increasing the NCI ownership between periods.
Previous wording
Net income attributable to NCI in Hamilton Lane Advisors, L.L.C. increased $9.1 million in the three months ended June 30, 2026 compared to the three months ended June 30, 2025, due primarily to an overall increase in net income.
Current wording
Net income attributable to NCI in Hamilton Lane Advisors, L.L.C. increased $6.2 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, due primarily to an overall increase in net income.
Previous wording
Customized separate accounts fee-earning AUM increased $0.2 billion for the three months ended June 30, 2026. Customized separate accounts contributions were $1.2 billion for the three months ended June 30, 2026, due to the addition of new accounts, additional allocations from existing accounts and continued investment activity. Distributions were $1.0 billion for the three months ended June 30, 2026, due primarily to $0.4 billion from returns of capital in accounts earning fees on a net invested capital or NAV, $0.4 billion from accounts reaching the end of their fund term, and $0.2 billion from accounts moving from a committed to net invested capital fee base.
Current wording
Customized separate accounts fee-earning AUM increased $0.4 billion for the three months ended September 30, 2026. Customized separate accounts contributions were $1.4 billion for the three months ended September 30, 2026, due to the addition of new accounts, additional allocations from existing accounts and continued investment activity. Distributions were $1.0 billion for the three months ended September 30, 2026, due primarily to $0.5 billion from accounts reaching the end of their fund term, $0.4 billion from returns of capital in accounts earning fees on a net invested capital or NAV, and $0.1 billion from accounts moving from a committed to net invested capital fee base.
Previous wording
Specialized funds fee-earning AUM increased $2.0 billion for the three months ended June 30, 2026. Specialized fund contributions were $2.4 billion for the three months ended June 30, 2026, due primarily to $1.2 billion from our evergreen funds, $0.5 billion from our latest infrastructure fund, $0.3 billion from our latest venture fund, and $0.2 billion from our latest direct equity fund. Distributions were $1.1 billion for the three months ended June 30, 2026, due primarily to redemptions from two evergreen funds and returns of capital.
Current wording
Specialized funds fee-earning AUM increased $3.9 billion for the six months ended September 30, 2026. Specialized fund contributions were $4.8 billion for the six months ended September 30, 2026, due primarily to $2.4 billion from our evergreen funds, $0.8 billion from our latest secondary fund, and $0.5 billion from our latest infrastructure fund. Distributions were $1.9 billion for the six months ended September 30, 2026, due primarily to redemptions from evergreen funds and returns of capital.
Previous wording
Fee Related Earnings (“FRE”) is used to highlight earnings from revenues that are measured and received on a recurring basis. FRE represents net income excluding (a) incentive fees, net of fee related performance revenues, and related compensation, (b) equity-based compensation, (c) interest income and expense, (d) income tax expense, (e) equity in income of investees, (f) non-operating (loss) gain, net and (g) certain other significant items that we believe are not indicative of our core performance. We believe FRE is useful to investors because it provides additional insight into the operating profitability of our business. FRE is presented before income taxes.
Current wording
Fee Related Earnings (“FRE”) is used to highlight earnings from revenues that are measured and received on a recurring basis. FRE represents net income excluding (a) incentive fees, net of fee related performance revenues, and related compensation, (b) equity-based compensation, (c) interest income and expense, (d) income tax expense, (e) equity in income of investees, (f) non-operating gain, net and (g) certain other significant items that we believe are not indicative of our core performance. We believe FRE is useful to investors because it provides additional insight into the operating profitability of our business. FRE is presented before income taxes.
Previous wording
Adjusted EBITDA is an internal measure of profitability. We believe Adjusted EBITDA is useful to investors because it enables them to better evaluate the performance of our core business across reporting periods. Adjusted EBITDA represents net income excluding (a) interest expense on our outstanding debt, (b) income tax expense, (c) depreciation and amortization expense, (d) equity-based compensation expense, (e) non-operating (loss) gain, net and (f) certain other significant items that we believe are not indicative of our core performance. Adjusted EBITDA also includes FRPR related to Consolidated Funds and management fees related to Consolidated Funds.
Current wording
Adjusted EBITDA is an internal measure of profitability. We believe Adjusted EBITDA is useful to investors because it enables them to better evaluate the performance of our core business across reporting periods. Adjusted EBITDA represents net income excluding (a) interest expense on our outstanding debt, (b) income tax expense, (c) depreciation and amortization expense, (d) equity-based compensation expense, (e) non-operating gain, net and (f) certain other significant items that we believe are not indicative of our core performance. Adjusted EBITDA also includes FRPR related to Consolidated Funds and management fees related to Consolidated Funds.
Previous wording
The following table shows a reconciliation of net income attributable to Hamilton Lane Incorporated to FRE and Adjusted EBITDA for the three months ended June 30, 2026 and 2025:
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 six months ended September 30, 2026 and 2025:
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 months ended June 30, 2026 and 2025 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. Adjusted shares outstanding for the three and six months ended September 30, 2026 and 2025 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 months ended June 30, 2026 and 2025:
Current 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, 2026 and 2025:
Previous wording
(1) For the three months ended June 30, 2026 and 2025, represents corporate income taxes at a blended federal, state, local and foreign statutory tax rate of 23.3% and 23.7%, respectively, applied to adjusted pre-tax net income.
Current wording
(1) For the three and six months ended September 30, 2026 and 2025, represents corporate income taxes at a blended federal, state, local and foreign statutory tax rate of 23.4% and 23.7%, respectively, applied to adjusted pre-tax net income. The 23.4% is based on a federal tax statutory rate of 21.0% and a combined state income tax rate net of federal benefits of 2.4%. The 23.7% is based on a federal tax statutory rate of 21.0% and a combined state income tax rate net of federal benefits of 2.7%.
Previous wording
All evergreen fund performance information is presented on a 90-day lag from our fiscal year end. Performance results presented are historical and do not guarantee future results.
Current wording
All evergreen fund performance information is presented on a 90-day lag from our fiscal quarter end. Performance results presented are historical and do not guarantee future results.
Previous wording
We have managed our historical liquidity and capital requirements primarily through the receipt of management and advisory fee revenues. Our primary cash flow activities involve: (1) generating cash flow from operations, which largely includes management and advisory fees; (2) realizations generated from our investment activities; (3) funding capital commitments that we have made to certain of our specialized funds and customized separate accounts; (4) making dividend payments to our stockholders and distributions to holders of HLA units; and (5) borrowings, interest payments and repayments under our outstanding debt. As of June 30, 2026 and March 31, 2026, our cash and cash equivalents were $337.0 million and $361.0 million, respectively.
Current wording
We have managed our historical liquidity and capital requirements primarily through the receipt of management and advisory fee revenues. Our primary cash flow activities involve: (1) generating cash flow from operations, which largely includes management and advisory fees; (2) realizations generated from our investment activities; (3) funding capital commitments that we have made to certain of our specialized funds and customized separate accounts; (4) providing seed capital to new specialized funds; (5) making dividend payments to our stockholders and distributions to holders of HLA units; (6) borrowings, interest payments and repayments under our outstanding debt; and (7)making strategic investments in companies that seek to offer technology-driven private markets data and wealth management solutions. As of September 30, 2026 and March 31, 2026, our cash and cash equivalents were $336.2 million and $361.0 million, respectively. These amounts exclude cash and cash equivalents held at Consolidated Funds and Partnerships and restricted cash, which are not available to support our general liquidity needs.
Previous wording
Our material sources of cash from our operations include: (1) management and advisory fees, which are collected monthly or quarterly; (2) incentive fees, which are volatile and largely unpredictable as to amount and timing; and (3) fund distributions related to investments in our specialized funds and certain customized separate accounts that we manage. We use cash flow from operations primarily to pay compensation and related expenses, general, administrative and other expenses, debt service, capital expenditures and distributions to our owners and to fund commitments to certain of our specialized funds and customized separate accounts. If cash flow from operations was insufficient to fund distributions to our owners, we expect that we would suspend paying such distributions.
Current wording
Our material sources of cash from our operations include: (1) management and advisory fees, which are collected monthly or quarterly; (2) incentive fees, which are volatile and largely unpredictable as to amount and timing; and (3) fund distributions related to investments in our specialized funds and certain customized separate accounts that we manage. We use cash flow from operations primarily to pay compensation and related expenses, general, administrative and other expenses, debt service, capital expenditures, distributions to our owners and to fund commitments to certain of our specialized funds and customized separate accounts. If cash flow from operations was insufficient to fund distributions to our owners, we expect that we would suspend paying such distributions.
Previous wording
In 2024, HLA issued $100 million aggregate principal amount of 5.28% senior notes due October 15, 2029 (the “Senior Notes”) pursuant to a note purchase agreement (the “Note Purchase Agreement”) among HLA and the institutional purchasers party thereto in a private placement transaction. Interest on the Senior Notes is payable semi-annually in arrears and commenced on April 15, 2025. Interest on the Senior Notes accrues from and including October 8, 2024. The Senior Notes will mature on October 15, 2029.
Current wording
In 2024, HLA issued $100.0 million aggregate principal amount of 5.28% senior notes due October 15, 2029 (the “Senior Notes”) pursuant to a note purchase agreement (the “Note Purchase Agreement”) among HLA and the institutional purchasers party thereto in a private placement transaction. Interest on the Senior Notes is payable semi-annually in arrears and commenced on April 15, 2025. Interest on the Senior Notes accrues from and including October 8, 2024. The Senior Notes will mature on October 15, 2029.
Previous wording
We maintain our Term Loan and Security Agreement (as amended, the “Term Loan Agreement”), Revolving Loan and Security Agreement (as amended, the “Revolving Loan Agreement”), 2020 Multi-Draw Term Loan and Security Agreement (as amended, the “2020 Multi-Draw Term Loan Agreement”), and 2022 Multi-Draw Term Loan Agreement (as amended, the “2022 Multi-Draw Term Loan Agreement” and, together with the Term Loan Agreement, the Revolving Loan Agreement, and the 2020 Multi-Draw Term Loan Agreement, the “Loan Agreements”) with JPMorgan Chase Bank, N.A. (“JPMorgan”). The Loan Agreements are cross-collateralized and cross-defaulted and the aggregate principal amount of loans that may be outstanding under all of the Loan Agreements is subject to an aggregate cap of $325 million (the “Cap”).
Current wording
We maintain our Term Loan and Security Agreement (as amended, the “Term Loan Agreement”), Revolving Loan and Security Agreement (as amended, the “Revolving Loan Agreement”), 2020 Multi-Draw Term Loan and Security Agreement (as amended, the “2020 Multi-Draw Term Loan Agreement”), and 2022 Multi-Draw Term Loan Agreement (as amended, the “2022 Multi-Draw Term Loan Agreement” and, together with the Term Loan Agreement, the Revolving Loan Agreement, and the 2020 Multi-Draw Term Loan Agreement, the “Loan Agreements”) with JPMorgan Chase Bank, N.A. (“JPMorgan”). The Loan Agreements are cross-collateralized and cross-defaulted and the aggregate principal amount of loans that may be outstanding under all of the Loan Agreements is subject to an aggregate cap of $325.0 million (the “Cap”).
Previous wording
On April 29, 2026, we amended each of the Term Loan Agreement, Revolving Loan Agreement, the 2020 Multi-Draw Term Loan Agreement and the 2022 Multi-Draw Term Loan Agreement to, among other things, (a) add a covenant regarding a revolving credit facility to be established for the benefit of certain of our funds, (b) expand the scope of warehouse financing arrangements permitted under the Loan Agreements, subject to an aggregate cap of $500 million, (c) increase the cap on certain unsecured guarantees of debt that HLA may provide from $25 million to $70 million, and (d) add a $20 million cap on the aggregate amount of unsecured indebtedness HLA may incur in the normal course of business.
Current wording
On April 29, 2026, we amended each of the Term Loan Agreement, Revolving Loan Agreement, the 2020 Multi-Draw Term Loan Agreement and the 2022 Multi-Draw Term Loan Agreement to, among other things, (a) add a covenant regarding a revolving credit facility to be established for the benefit of certain of our funds, (b) expand the scope of warehouse financing arrangements permitted under the Loan Agreements, subject to an aggregate cap of $500.0 million, (c) increase the cap on certain unsecured guarantees of debt that HLA may provide from $25.0 million to $70.0 million, and (d) add a $20.0 million cap on the aggregate amount of unsecured indebtedness HLA may incur in the normal course of business.
Previous wording
The Term Loan Agreement has a maturity date of July 1, 2029 and the interest rate is a floating per annum rate equal to the prime rate minus 1.25% subject to a floor of 3.00%. As of June 30, 2026, we had an outstanding balance of $81 million under the Term Loan Agreement.
Current wording
The Term Loan Agreement has a maturity date of July 1, 2029 and the interest rate is a floating per annum rate equal to the prime rate minus 1.25% subject to a floor of 3.00%. As of September 30, 2026, we had an outstanding balance of $78.1 million under the Term Loan Agreement.
Previous wording
The Revolving Loan Agreement provides that the aggregate outstanding balance will not exceed $50 million, subject to the Cap, and has a maturity date of October 6, 2027. The interest rate is a floating per annum rate equal to the prime rate minus 1.50% subject to a floor of 2.25%. As of June 30, 2026, we did not have an outstanding balance under the Revolving Loan Agreement.
Current wording
The Revolving Loan Agreement provides that the aggregate outstanding balance will not exceed $50.0 million, subject to the Cap, and has a maturity date of October 6, 2027. The interest rate is a floating per annum rate equal to the prime rate minus 1.50% subject to a floor of 2.25%. As of September 30, 2026, we did not have an outstanding balance under the Revolving Loan Agreement.
Previous wording
The 2020 Multi-Draw Term Loan Agreement provides for a term loan in the aggregate principal amount of $100 million with a maturity date of April 1, 2030. The interest rate is a fixed per annum rate of 3.50%. As of June 30, 2026, we had an outstanding balance of $95 million under the 2020 Multi-Draw Term Loan Agreement.
Current wording
The 2020 Multi-Draw Term Loan Agreement provides for a term loan in the aggregate principal amount of $100.0 million with a maturity date of April 1, 2030. The interest rate is a fixed per annum rate of 3.50%. As of September 30, 2026, we had an outstanding balance of $92.5 million under the 2020 Multi-Draw Term Loan Agreement.
Previous wording
The 2022 Multi-Draw Term Loan Agreement provides for term loans in an aggregate principal amount of up to $50 million, subject to the Cap, and has a maturity date of October 1, 2029. The interest rate for borrowings is equal to the greater of (i) the prime rate minus 1.35% and (ii) 3.00%. As of June 30, 2026, we did not have an outstanding balance under the 2022 Multi-Draw Term Loan Agreement. We are entitled to request term loans not to exceed $50 million in the aggregate, subject to the Cap, through October 6, 2027.
Current wording
The 2022 Multi-Draw Term Loan Agreement provides for term loans in an aggregate principal amount of up to $50.0 million, subject to the Cap, and has a maturity date of October 1, 2029. The interest rate for borrowings is equal to the greater of (i) the prime rate minus 1.35% and (ii) 3.00%. As of September 30, 2026, we did not have an outstanding balance under the 2022 Multi-Draw Term Loan Agreement. We are entitled to request term loans not to exceed $50.0 million in the aggregate, subject to the Cap, through October 6, 2027.
Previous wording
The Loan Agreements and the Note Purchase Agreement contain covenants that, among other things, limit HLA’s ability to incur indebtedness, transfer or dispose of assets, merge with other companies, create, incur or allow liens, make investments, pay dividends or make distributions, engage in transactions with affiliates and take certain actions with respect to management fees. The Loan Agreements also require HLA to maintain, among other requirements, (a) a specified amount of management fees, (b) a specified amount of adjusted EBITDA minus dividend distributions (other than tax distributions), as defined in the Loan Agreements, and (c) a specified minimum tangible net worth, during the term of each of the Loan Agreements. The Note Purchase Agreement contains certain covenants, including (a) a Consolidated Leverage Ratio (as defined in the Note Purchase Agreement) of 3.50 to 1.00 as of March 31 and September 30 of each calendar year (each, a “Test Date”), (b) a minimum annual Management Fees (as defined in the Note Purchase Agreement) covenant as of each Test Date of not less than the greater of (i) $185 million and (ii) the amount equal to 80% of the Management Fees received by HLA during the six calendar month period ended on the immediately preceding Test Date, and other customary covenants. The obligations under the Loan Agreements are secured by substantially all the assets of HLA. As of June 30, 2026 and March 31, 2026, the principal amount of debt outstanding equaled $276.3 million and $280.6 million, respectively. We had $148.8 million in availability under the Loan Agreements as of June 30, 2026.
Current wording
The Loan Agreements and the Note Purchase Agreement contain covenants that, among other things, limit HLA’s ability to incur indebtedness, transfer or dispose of assets, merge with other companies, create, incur or allow liens, make investments, pay dividends or make distributions, engage in transactions with affiliates and take certain actions with respect to management fees. The Loan Agreements also require HLA to maintain, among other requirements, (a) a specified amount of management fees, (b) a specified amount of adjusted EBITDA minus dividend distributions (other than tax distributions), as defined in the Loan Agreements, and (c) a specified minimum tangible net worth, during the term of each of the Loan Agreements. The Note Purchase Agreement contains certain covenants, including (a) a Consolidated Leverage Ratio (as defined in the Note Purchase Agreement) of 3.50 to 1.00 as of March 31 and September 30 of each calendar year (each, a “Test Date”), (b) a minimum annual Management Fees (as defined in the Note Purchase Agreement) covenant as of each Test Date of not less than the greater of (i) $185.0 million and (ii) the amount equal to 80% of the Management Fees received by HLA during the six calendar month period ended on the immediately preceding Test Date, and other customary covenants. The obligations under the Loan Agreements are secured by substantially all the assets of HLA. As of September 30, 2026 and March 31, 2026, the principal amount of debt outstanding equaled $270.6 million and $280.6 million, respectively. We had $154.4 million in availability under the Loan Agreements as of September 30, 2026.
Showing the first 40 of 48 pairs. Open the source sections for the rest.
Rearranged current paragraphs (5)
Current report — wording carried from elsewhere
General, administrative and other expenses of Consolidated Funds and Partnerships increased $4.5 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025, due primarily to new funds that are consolidated and increased fund activity.
Current report — wording carried from elsewhere
Net income attributable to NCI increased $59.8 million for the six months ended September 30, 2026, compared to the six months ended September 30, 2025, due primarily to an increase in overall net income during the period.
Current report — wording carried from elsewhere
Net income attributable to NCI in consolidated Funds and Partnerships increased $44.5 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025. 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.
Current report — wording carried from elsewhere
Net income attributable to NCI in Hamilton Lane Advisors, L.L.C. increased $15.3 million for the six months ended September 30, 2026 compared to the six months ended September 30, 2025, due primarily to an overall increase in net income.
Current report — wording carried from elsewhere
Customized separate accounts fee-earning AUM increased $0.5 billion for the six months ended September 30, 2026. Customized separate accounts contributions were $2.6 billion for the six months ended September 30, 2026, due to the addition of new accounts, additional allocations from existing accounts and continued investment activity. Distributions were $2.1 billion for the six months ended September 30, 2026, due primarily to $0.9 billion from returns of capital in accounts earning fees on a net invested capital or NAV, $0.9 billion from accounts reaching the end of their fund term, and $0.3 billion from accounts moving from a committed to net invested capital fee base.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
During the three months ended June 30, 2026, we repurchased 558,591 shares of our Class A common stock under the Stock Repurchase Program (as defined below) at a weighted-average price of $89.51 per share, for an aggregate purchase price of approximately $50.0 million under the Stock Repurchase Program.