Hewlett Packard Enterprise Co — Director's Dealing 2015

Dec 10, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hewlett Packard Enterprise Co (HPE)
CIK: 0001645590
Period of Report: 2015-12-09

Reporting Person: WHITMAN MARGARET C (Director, President & CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-12-09	Employee Stock Option (right to buy)	$14.85	A	895846	Acquired	2023-12-09	Common Stock (895846)	Direct
2015-12-09	Restricted Stock Units	$	A	218855	Acquired		Common Stock (218855)	Direct
2015-11-01	Restricted Stock Units	$	J	1013.0674	Acquired		Common Stock (1013.0674)	Direct
2015-11-01	Restricted Stock Units	$	J	40004.4847	Acquired		Common Stock (40004.4847)	Direct
2015-11-01	Restricted Stock Units	$	J	56750.2697	Acquired		Common Stock (56750.2697)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	453108	Direct
Common Stock	66	Indirect

Footnotes

F1: There is no reportable change since the last filing. This is a reiteration of holdings only.

F2: This option will become exercisable beginning on this date.

F3: This option is no longer exercisable beginning on this date.

F4: Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

F5: On 12/09/15 the reporting person was granted 218,855 restricted stock units ("RSUs"), 72,951 of which will vest on 12/09/16, and 72,952 of which will vest on each of 12/09/17 and 12/09/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock.

F6: Hewlett-Packard Company ("HP Co.") stockholders of record on 10/21/15 ("Record Date") received one share of Hewlett Packard Enterprise common stock for every one share of HP Co. common stock held on the Record Date. As reported in the Registration Statement on Form 10 filed by Issuer with the SEC, in connection with the separation, equity-based awards granted by HP Co, prior to the separation will be converted to adjust the award in a manner intended to preserve the aggregate intrinsic value of the original HP Co. award as measured immediately before and immediately after the separation, subject to rounding. The adjusted equity award will otherwise be subject to the same terms and conditions that applied to the original HP Co. award immediately prior to the separation, unless otherwise noted. The reporting person's equity-based awards granted by HP Co. prior to separation have been converted into equity-based awards with respect to the Issuer's common stock.

F7: As previously reported, on 03/20/13 the reporting person was granted 3,616 RSUs, 1,205 of which vested on 03/20/14, 1,205 of which vested on 03/20/15, and 2,169 of which will vest on 03/20/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 includes 7.5779 dividend equivalent rights at $28.01 per RSU credited to the reporting person's account on 10/07/15.

F8: As previously reported, on 12/11/13 the reporting person was granted 144,498 RSUs, 48,166 of which vested on 12/11/14, 48,166 of which vested early on 09/17/15, and 86,628 of which will vest on 12/11/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 includes 302.6496 dividend equivalent rights at $28.01 per RSU credited to the reporting person's account on 10/07/15.

F9: As previously reported, on 12/10/14 the reporting person was granted 104,390 RSUs, 34,796 of which vested early on 09/17/15, 62,583 of which will vest on 12/10/16, and 62,584 of which will vest on 12/10/17. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 includes 437.2918 dividend equivalent rights at $28.01 per RSU credited to the reporting person's account on 10/07/15.