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: Ricci Jeff T (SVP, Controller & PAO)

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	30306	Acquired	2023-12-09	Common Stock (30306)	Direct
2015-12-09	Restricted Stock Units	$	A	30303	Acquired		Common Stock (30303)	Direct
2015-11-01	Restricted Stock Units	$	J	2817.8922	Acquired		Common Stock (2817.8922)	Direct
2015-11-01	Restricted Stock Units	$	J	2691.3068	Acquired		Common Stock (2691.3068)	Direct
2015-11-01	Restricted Stock Units	$	J	6857.1674	Acquired		Common Stock (6857.1674)	Direct
2015-11-01	Restricted Stock Units	$	J	3638.0913	Acquired		Common Stock (3638.0913)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0	Direct

Footnotes

F1: This option will become exercisable beginning on this date.

F2: This option is no longer exercisable beginning on this date.

F3: Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

F4: On 12/09/15 the reporting person was granted 30,303 restricted stock units ("RSUs"), 10,101 of which will vest on each of 12/09/16, 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.

F5: 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.

F6: As previously reported, on 02/19/13 the reporting person was granted 10,000 RSUs, 3,333 of which vested on each of 02/19/14 and 02/19/15, and 5,996 of which will vest on 02/19/16. 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 20.9491 dividend equivalent rights at $28.01 per RSU credited to the reporting person's account on 10/07/15.

F7: As previously reported, on 12/11/13 the reporting person was granted 9,726 RSUs, 3,242 of which vested on 12/11/14, 3,246 of which vested early on 09/17/15, and 5,830 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 20.3710 dividend equivalent rights at $28.01 per RSU credited to the reporting person's account on 10/07/15.

F8: As previously reported, on 05/23/14 the reporting person was granted 12,500 RSUs, 4,166 of which vested on 05/23/15, and 7,494 of which will vest on each of 05/23/16 and 05/23/17. 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 52.3664 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 6,692 RSUs, 2,230 of which vested early on 09/17/15, 4,012 of which will vest on 12/10/16, and 4,013 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 28.0368 dividend equivalent rights at $28.01 per RSU credited to the reporting person's account on 10/07/15.