Hewlett Packard Enterprise Co — Director's Dealing 2017

Apr 25, 2017

SEC Form 4/A — Form 4/A

Issuer: Hewlett Packard Enterprise Co (HPE)
CIK: 0001645590
Period of Report: 2017-03-22

Reporting Person: Andreessen Marc L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-22	Common Stock	M	13499	—	Acquired	125401.0962	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-22	Restricted Stock Units	$	M	13499	Disposed		Common Stock (13499)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	15660	Direct

Footnotes

F1: The 1,095 shares issued to the reporting person on 02/28/17 pursuant to the Issuer's 2015 Stock Incentive Plan in lieu of Q4 cash retainer and chair fees of $25,000 for Issuer's Board Year 2016 were deferred pursuant to footnote (2) below.

F2: The reporting person elected to defer the receipt of common stock until the termination of his service as a member of the Issuer's Board of Directors. The number of deferred shares were subject to change due to the Issuer's spin-off of Everett SpinCo, Inc. on 04/01/17. The number of deferred shares reported in this amendment reflects that conversion adjustment.

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

F4: As previously reported, on 04/25/16 the reporting person was granted 10,169 restricted stock units ("RSUs"), all of which cliff vested on the earlier of 04/25/17 or the date of Issuer's 2017 Annual Stockholders Meeting. The number of RSUs that vested was an estimated amount, subject to change due to the vesting triggered during the Issuer's ex-dividend trading period prior to its spin-off of Everett SpinCo, Inc. on 04/01/17. The number of RSUs reported in this amendment reflects that conversion adjustment. 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 110 vested dividend equivalent rights and a de minimus adjustment of 0.5258 due to fractional rounding of the dividend equivalent rights. The RSUs that cliff vested were deferred as noted in footnote (2) above.