Hewlett Packard Enterprise Co — Director's Dealing 2018

Mar 5, 2018

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Hewlett Packard Enterprise Co (HPE)
CIK: 0001645590
Period of Report: 2018-02-23

Reporting Person: Rothman Irv (President Financial Services)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14682	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$12.36	2022-12-10	Common Stock (18916)		Direct
Employee Stock Option (right to buy)	$8.83	2023-12-09	Common Stock (28333)		Direct
Employee Stock Option (right to buy)	$14.67	2024-12-07	Common Stock (24676)		Direct
Restricted Stock Units	$		Common Stock (14618.2806)		Direct
Restricted Stock Units	$		Common Stock (16774.9337)		Direct
Restricted Stock Units	$		Common Stock (35341.398)		Direct

Footnotes

F1: This option is fully vested.

F2: This option became exercisable beginning on this date, vesting in two annual installments of 14,166 on 12/09/17 and 14,167 on 12/09/18.

F3: This option became exercisable beginning on this date, vesting in three annual installments of 8,224 on 12/07/17, and 8,226 on each of 12/07/18 and 12/07/19.

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

F5: Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

F6: As reported in the Registration Statements on Form 10 filed by Issuer with the SEC, in connection with the spin-offs of Everett SpinCo, Inc. on 04/01/17 and Seattle SpinCo, Inc. on 09/01/17, equity-based awards granted by Issuer, prior to the spin-offs 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-offs, 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-offs, unless otherwise noted. The reporting person's equity based awards reflect the conversion adjustments.

F7: On 12/09/15 the reporting person was granted 28,332 restricted stock units ("RSUs"), 14,165 of which vested on 12/09/17, and 14,167 of which will vest on 12/09/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of units reported in Column 3 includes 451.2806 dividend equivalent rights accrued but not released since the grant date. Unvested RSUs in this footnote reflect post spin-off conversion adjustments.

F8: On 12/07/16 the reporting person was granted 24,675 RSUs, 8,224 of which vested on 12/07/17, 8,224 of which will vest on 12/07/18, and 8,227 of which will vest on 12/07/19. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of units reported in Column 3 includes 323.9337 dividend equivalent rights accrued but not released since the grant date. Unvested RSUs in this footnote reflect post spin-off conversion adjustments.

F9: On 12/07/17 the reporting person was granted 35,162 RSUs, 11,720 of which will vest on 06/07/18, and 11,721 of which will vest on each of 12/07/19 and 12/07/20. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of units reported in Column 3 includes 179.3980 dividend equivalent rights accrued but not released since the grant date. Unvested RSUs in this footnote reflect post spin-off conversion adjustments.