Hewlett Packard Enterprise Co — Director's Dealing 2019

Dec 9, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hewlett Packard Enterprise Co (HPE)
CIK: 0001645590
Period of Report: 2019-12-05

Reporting Person: MAY ALAN RICHARD (EVP, Chief People Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-12-05	Common Stock	A	85698	$15.83	Acquired	128622	Direct
2019-12-05	Common Stock	F	33216	$15.83	Disposed	95406	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-01-02	Restricted Stock Units	$	A	869.5351	Acquired		Common Stock (869.5351)	Direct
2019-01-02	Restricted Stock Units	$	A	2152.2307	Acquired		Common Stock (2152.2307)	Direct
2019-01-02	Restricted Stock Units	$	A	2625.6518	Acquired		Common Stock (2625.6518)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	100827	Indirect

Footnotes

F1: The total direct beneficial ownership reflects an increase of 9,900 shares due to the transfer of 9,900 shares previously reported as being held indirectly by the reporting person in a Joint Trust with the reporting person's spouse on 10/09/19.

F2: The total indirect beneficial ownership reflects a decrease of 9,900 shares due to the transfer of 9,900 shares from the Joint Trust with the reporting person's spouse on 10/09/19 to his direct holdings.

F3: On 12/07/17 the reporting person was granted performance adjusted restricted stock units ("PARSUs") subject to Non-GAAP Net Income and relative total stockholder return conditions being met at the time of vesting. These PARSUs vest 50% after 2 and 3 years subjects to performance, and are issued in Issuer's common stock.

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

F5: As previously reported, on 12/07/16, the reporting person was granted 50,648 Restricted Stock Units "RSUs"), 28,410 of which vested on 12/07/17, 28,411 of which vested on 12/07/18, and 28,412 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. Also included are 869.5351 dividend equivalent rights that reflect 237.4703 dividend equivalent rights at $13.46 per RSU credited to the reporting person's account on 01/02/19, 201.6625 dividend equivalent rights at $15.85 per RSU credited to the reporting person's account on 04/03/19, 209.0484 dividend equivalent rights at $15.29 per RSU credited to the reporting person's account on 07/03/19, and 221.3539 dividend equivalent rights at $14.44 per RSU credited to the reporting person's account on 10/02/19. Unvested RSUs in this footnote reflect post spin-off conversion adjustments previously reported.

F6: As previously reported, on 12/07/17, the reporting person was granted 105,485 RSUs, 35,161 of which vested on 12/07/18, and 35,162 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. Also included are 2,152.2307 dividend equivalent rights that reflect 587.7749 dividend equivalent rights at $13.46 per RSU credited to the reporting person's account on 01/02/19, 499.1451 dividend equivalent rights at $15.85 per RSU credited to the reporting person's account on 04/03/19, 517.4264 dividend equivalent rights at $15.29 per RSU credited to the reporting person's account on 07/03/19, and 547.8843 dividend equivalent rights at $14.44 per RSU credited to the reporting person's account on 10/02/19.

F7: As previously reported, on 12/10/18 the reporting person was granted 85,793 RSUs, 28,597 of which will vest on 12/10/19, and 28,598 of which will vest on each of 12/10/20 and 12/10/21. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 2,625.6518 dividend equivalent rights that reflect 717.0663 dividend equivalent rights at $13.46 per RSU credited to the reporting person's account on 01/02/19, 608.9409 dividend equivalent rights at $15.85 per RSU credited to the reporting person's account on 04/03/19, 631.2435 dividend equivalent rights at $15.29 per RSU credited to the reporting person's account on 07/03/19, and 668.4011 dividend equivalent rights at $14.44 per RSU credited to the reporting person's account on 10/02/19.