AGM 2020

Sep 3, 2020

Good morning, and welcome to the Hamilton Lane Incorporated twenty twenty Annual Meeting of Stockholders. I would now like to turn the conference over to Hartley Rogers. Please go ahead. Good morning. I am Hartley Rogers, Chairman of the Board of Hamilton Lane. Welcome to this virtual Annual Meeting of Stockholders of Hamilton Lane Incorporated, which is now called to order. It is 09:31AM on 09/03/2020, and all polls are now open. If you are a stockholder of record and have already voted and do not want to change your vote, you need not take any further action today. If you are a stockholder of record and wish to vote for the first time or wish to revoke a prior proxy or vote, you may do so by clicking on the voting button on the web portal and following the instructions there. Allow me to introduce the directors and the director nominees of the company as well as certain other attendees who are all joining the meeting virtually. Mario Giannini, Chief Executive Officer and Compensation Committee Chair Eric Hirsch, Vice Chairman Leslie Barron, Independent Director and Audit Committee Chair and Director nominees David Berkman and Griff Sexton, both Independent Directors. I would also like to introduce Atul Varma, our Chief Financial Officer, and Lydia Gavales, our General Counsel, as well as John Oh, our Investor Relations Manager. Finally, I would like to introduce representatives from Ernst and Young, Matthew Epp, Josh Brinkley, and Jason Ferreira, who will be available during the question and answer period after the reading of the proposals to respond to appropriate questions. Any remarks that we make today about future expectations, plans and prospects for our company constitute forward looking statements for purposes of the federal securities laws. Actual results may differ materially from those statements as a result of various important factors, including those discussed in the Risk Factors section of our annual report on Form 10 ks for the fiscal year ended 03/31/2020 filed with the SEC. Our statements represent our expectations only as of today and should not be relied upon as representing any future estimates or views. No one attending the meeting is permitted to use any audio recording device. If the virtual meeting is interrupted due to a technical problem, the polls will be closed, votes received prior to the closing will be counted, and we will make a public announcement of the results. As indicated in the notice of meeting and accompanying materials sent to all stockholders of record, we are here today to consider the following three proposals. One, election of the class one directors. Two, an advisory nonbinding vote to approve the compensation of our named executive officers. And three, ratification of the appointment of Ernst and Young LLP as our independent registered public accounting firm for the fiscal year ending 03/31/2021. James Wright from American Election Services LLC is appointed as the inspector of election for the meeting and has signed his oath of office. I have received both an affidavit certifying that the proxy materials were sent to all stockholders of record commencing on 07/30/2020 as well as a report stating that a quorum is present for purposes of transacting business. Now let us consider the proposals. Please note that we will give stockholders an opportunity to comment on the proposals themselves and ask questions after all proposals have been presented. In accordance with the rules of conduct posted to the web portal, questions and comments must be related to proposals one, two, and or three and must be submitted through the web portal. Proposal one is for the election of the class one directors to serve a three year term expiring at the twenty twenty three annual meeting and until their successors are duly elected and qualified. We have a classified board, which means that one third of our board is up for reelection this year. The two director nominees for election to serve in class one are David Berkman and Griff Sexton. Proposal two is for the advisory nonbinding vote to approve the compensation of our named executive officers as disclosed in the proxy materials for this meeting. Proposal three is for the ratification of the appointment of Ernst and Young LLP as our independent registered public accounting firm for the fiscal year ending 03/31/2021. We will now pause for comments and questions. If any stockholder would like to make a comment or ask a question, please submit them through the web portal by typing in the box towards the bottom of your screen. In the interest of efficiency, we reserve the right to group questions of a similar nature together, and we may not have time for all questions. I will pause here and turn it over to John Oh. Thank you, Harley. We have no questions at this time. Thank you, John. Seeing as there are no questions, we will move to voting. This is your final opportunity to vote. Now that everyone has had the opportunity to vote, I now declare all polls for the twenty twenty annual meeting of stockholders of Hamilton Lane Incorporated closed. The time is 09:37. There being no further business to come before this meeting, will the inspector of election tabulate the votes? Any votes cast before the polls close but not reflected in the preliminary report will be reflected in the final report. We now have the preliminary report of the results of the meeting, which I will act ask the inspector of election to read. Thank you, mister chairman. Empirically, the votes cast at the meeting have voted in favor of proposal one, the election of director nominees. A majority of the votes cast at this meeting have voted in favor on an advisory non binding basis of proposal two. The compensation of the named executive officer is disclosed in the proxy materials for this meeting. And finally, a majority of the votes cast at this meeting have voted in favor of proposal three, ratification of the appointment of Ernst and Young LLP as the company's independent registered public accounting firm. And that is all, mister chairman. Thank you. On the basis of the preliminary report, I hereby declare that each of the nominees for director has been selected. The compensation of the company's named executive officers has been approved on an advisory nonbinding basis, and the appointment of Ernst and Young LLP as the company's independent registered public accounting firm for the current fiscal year ending 03/31/2021 has been ratified. In addition, I hereby request that the final report of the inspector of election be filed with the minutes of this meeting. As there is no further business to come before the meeting, the meeting is concluded and hereby adjourned. Thank you for your participation.