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Dell Technologies Inc. — Director's Dealing 2024
Mar 15, 2024
29890_dirs_2024-03-15_053adeb4-0c98-4709-95ea-a7a004af0369.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Dell Technologies Inc. (DELL)
CIK: 0001571996
Period of Report: 2024-03-13
Reporting Person: SLTA IV (GP), L.L.C. (Director, 10% Owner)
Reporting Person: Silver Lake Group, L.L.C. (Director, 10% Owner)
Reporting Person: Silver Lake Technology Associates IV, L.P. (Director, 10% Owner)
Reporting Person: Silver Lake Partners IV, L.P. (Director, 10% Owner)
Reporting Person: Silver Lake Technology Investors IV, L.P. (Director, 10% Owner)
Reporting Person: SLTA SPV-2 (GP), L.L.C. (Director, 10% Owner)
Reporting Person: SLTA SPV-2, L.P. (Director, 10% Owner)
Reporting Person: SL SPV-2, L.P. (Director, 10% Owner)
Reporting Person: Durban Egon (Director)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-03-13 | Class C Common Stock | M | 40187 | — | Acquired | 40187 | Indirect |
| 2024-03-13 | Class C Common Stock | M | 41254 | — | Acquired | 41254 | Indirect |
| 2024-03-13 | Class C Common Stock | M | 22331 | — | Acquired | 22331 | Indirect |
| 2024-03-13 | Class C Common Stock | M | 607 | — | Acquired | 607 | Indirect |
| 2024-03-13 | Class C Common Stock | M | 274 | — | Acquired | 274 | Indirect |
| 2024-03-13 | Class C Common Stock | S | 27668 | $110.17 | Disposed | 12519 | Indirect |
| 2024-03-13 | Class C Common Stock | S | 31955 | $110.17 | Disposed | 9299 | Indirect |
| 2024-03-13 | Class C Common Stock | S | 16566 | $110.17 | Disposed | 5765 | Indirect |
| 2024-03-13 | Class C Common Stock | S | 607 | $110.17 | Disposed | 0 | Indirect |
| 2024-03-13 | Class C Common Stock | S | 274 | $110.17 | Disposed | 0 | Indirect |
| 2024-03-14 | Class C Common Stock | M | 5600 | — | Acquired | 18119 | Indirect |
| 2024-03-14 | Class C Common Stock | M | 5749 | — | Acquired | 15048 | Indirect |
| 2024-03-14 | Class C Common Stock | M | 3112 | — | Acquired | 8877 | Indirect |
| 2024-03-14 | Class C Common Stock | M | 85 | — | Acquired | 85 | Indirect |
| 2024-03-14 | Class C Common Stock | M | 38 | — | Acquired | 38 | Indirect |
| 2024-03-14 | Class C Common Stock | S | 3855 | $110.75 | Disposed | 14264 | Indirect |
| 2024-03-14 | Class C Common Stock | S | 4449 | $110.75 | Disposed | 10599 | Indirect |
| 2024-03-14 | Class C Common Stock | S | 2309 | $110.75 | Disposed | 6568 | Indirect |
| 2024-03-14 | Class C Common Stock | S | 85 | $110.75 | Disposed | 0 | Indirect |
| 2024-03-14 | Class C Common Stock | S | 38 | $110.75 | Disposed | 0 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2024-03-13 | Class B Common Stock | $ | M | 40187 | Disposed | Class C Common Stock (40187) | Indirect | |
| 2024-03-13 | Class B Common Stock | $ | M | 41254 | Disposed | Class C Common Stock (41254) | Indirect | |
| 2024-03-13 | Class B Common Stock | $ | M | 22331 | Disposed | Class C Common Stock (22331) | Indirect | |
| 2024-03-13 | Class B Common Stock | $ | M | 607 | Disposed | Class C Common Stock (607) | Indirect | |
| 2024-03-13 | Class B Common Stock | $ | M | 274 | Disposed | Class C Common Stock (274) | Indirect | |
| 2024-03-14 | Class B Common Stock | $ | M | 5600 | Disposed | Class C Common Stock (5600) | Indirect | |
| 2024-03-14 | Class B Common Stock | $ | M | 5749 | Disposed | Class C Common Stock (5749) | Indirect | |
| 2024-03-14 | Class B Common Stock | $ | M | 3112 | Disposed | Class C Common Stock (3112) | Indirect | |
| 2024-03-14 | Class B Common Stock | $ | M | 85 | Disposed | Class C Common Stock (85) | Indirect | |
| 2024-03-14 | Class B Common Stock | $ | M | 38 | Disposed | Class C Common Stock (38) | Indirect |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Class C Common Stock | 48774 | Indirect |
| Class C Common Stock | 28832 | Indirect |
| Class C Common Stock | 1181 | Indirect |
| Class C Common Stock | 212323 | Indirect |
| Class C Common Stock | 1469 | Indirect |
| Class C Common Stock | 408694 | Direct |
| Class C Common Stock | 11557 | Indirect |
Footnotes
F1: SL SPV-2, L.P. ("SPV-2"), Silver Lake Partners IV, L.P. ("SLP IV") and Silver Lake Partners V DE (AIV), L.P. ("SLP V") and certain of their respective affiliates sold certain shares of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") on March 13, 2024 and March 14, 2024.
F2: Each share of Class B Common Stock, par value $0.01 per share of the Issuer (the "Class B Common Stock") is convertible into one share of Class C Common Stock at any time, at the election of the holder or automatically upon certain transfers, and has no expiration date. On March 13, 2024 and March 14, 2024, certain of the Reporting Persons converted shares of Class B Common Stock into an equal number of shares of Class C Common Stock in connection with the sales described in footnote (1) above.
F3: These securities are directly held by SPV-2. The general partner of SPV-2 is SLTA SPV-2, L.P. ("SLTA SPV") and the general partner of SLTA SPV is SLTA SPV-2 (GP), L.L.C. ("SLTA SPV GP").
F4: These securities are directly held by SLP IV. The general partner of SLP IV is Silver Lake Technology Associates IV, L.P. ("SLTA IV") and the general partner of SLTA IV is SLTA IV (GP), L.L.C. ("SLTA IV GP").
F5: These securities are directly held by SLP V. The general partner of SLP V is Silver Lake Technology Associates V, L.P. ("SLTA V") and the general partner of SLTA V is SLTA V (GP), L.L.C. ("SLTA V GP").
F6: These securities are directly held by Silver Lake Technology Investors IV, L.P. The general partner of Silver Lake Technology Investors IV, L.P. is SLTA IV and the general partner of SLTA IV is SLTA IV GP.
F7: These securities are directly held by Silver Lake Technology Investors V, L.P. The general partner of Silver Lake Technology Investors V, L.P. is SLTA V and the general partner of SLTA V is SLTA V GP.
F8: Reflects shares held by SLTA SPV.
F9: Reflects shares held by SLTA V.
F10: Reflects shares held by SLTA IV.
F11: Reflects shares held by Silver Lake Group, L.L.C. ("SLG").
F12: These shares of Common Stock are held by entities in which Mr. Egon Durban may be deemed to have an indirect pecuniary interest.
F13: SLG is the managing member of SLTA SPV GP, SLTA IV GP and SLTA V GP. Egon Durban, who serves as a director of the Issuer, also serves as a Co-CEO and Managing Member of SLG. Each of the reporting persons may be deemed a director by deputization of the Issuer.
F14: Represents shares of Class C Common Stock held by Mr. Egon Durban.
F15: Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members.
F16: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.00 to $110.595, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F17: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.49 to $111.14, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.