Hewlett Packard Enterprise Co — Director's Dealing 2017

Apr 26, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hewlett Packard Enterprise Co (HPE)
CIK: 0001645590
Period of Report: 2017-04-24

Reporting Person: HSU CHRISTOPHER P (EVP, GM Software)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-04-24	Common Stock	M	51160	$11.01	Acquired	82582	Direct
2017-04-24	Common Stock	S	51160	$18.28	Disposed	31422	Direct
2017-04-24	Common Stock	M	21775	$11.28	Acquired	53197	Direct
2017-04-24	Common Stock	S	21775	$18.28	Disposed	31422	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-04-24	Employee Stock Option (Right to Buy)	$11.01	M	51160	Disposed	2023-11-02	Common Stock (51160)	Direct
2017-04-24	Employee Stock Option (Right to Buy)	$11.28	M	21775	Disposed	2023-12-09	Common Stock (21775)	Direct
2017-04-01	Restricted Stock Units	$	A	15313.2475	Acquired		Common Stock (15313.2475)	Direct
2017-04-01	Restricted Stock Units	$	A	5042.943	Acquired		Common Stock (5042.943)	Direct
2017-04-01	Restricted Stock Units	$	A	11542.7974	Acquired		Common Stock (11542.7974)	Direct
2017-04-01	Restricted Stock Units	$	A	33272.1322	Acquired		Common Stock (33272.1322)	Direct
2017-04-01	Restricted Stock Units	$	A	10821.3874	Acquired		Common Stock (10821.3874)	Direct
2017-04-01	Restricted Stock Units	$	A	25732.1306	Acquired		Common Stock (25732.1306)	Direct

Footnotes

F1: The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 03/08/17.

F2: The price in Column 4 is a weighted average price. The prices actually paid ranged from $18.23 to $18.40. Upon request, the reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff information regarding the number of shares purchased at each price within the range.

F3: This option became exercisable beginning on this date.

F4: This option is no longer exercisable beginning on this date.

F5: As reported in the Registration Statement on Form 10 filed by Issuer with the SEC, in connection with the spin-off of Everett SpinCo, Inc. on 04/01/17, equity-based awards granted by Issuer, prior to the spin-off were converted to adjust the award in a manner intended to preserve the aggregate intrinsic value of the original award as measured immediately before and immediately after the spin-off, subject to rounding. The adjusted equity award is otherwise subject to the same terms and conditions that applied to the original award immediately prior to the spin-off, unless otherwise noted. The reporting person's equity-based awards reflect that conversion adjustment.

F6: Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

F7: As previously reported, on 07/17/14, the reporting person was granted 77,500 restricted stock units ("RSUs"), 25,833 of which vested on 07/17/15, 46,461 of which vested on 07/17/16, and 61,176 of which will vest on 07/17/17. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above.

F8: As previously reported, on 12/10/14, the reporting person was granted 25,641 RSUs, 8,547 of which vested early on 09/17/15, and 15,887 of which vested on 12/10/16, and 20,239 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. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above.

F9: As previously reported, on 05/27/15, the reporting person was granted 29,603 RSUs, 17,747 of which vested on 05/27/16, 23,366 of which will vest on 05/27/17, and 23,367 of which will vest on 05/27/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above.

F10: As previously reported, on 11/02/15, the reporting person was granted 155,280 RSUs, 51,760 of which vested on 11/02/16, 68,150 of which will vest on 11/02/17, and 68,151 of which will vest on 11/02/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above.

F11: As previously reported, on 12/09/15 the reporting person was granted 50,505 RSUs, 16,835 of which vested on 12/09/16, 22,166 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. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above.

F12: As previously reported, on 12/07/16 the reporting person was granted 81,037 RSUs, 35,566 of which will vest on each of 12/07/17, 12/07/18, and 12/17/19. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above.