Hewlett Packard Enterprise Co — Director's Dealing 2020

Dec 10, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hewlett Packard Enterprise Co (HPE)
CIK: 0001645590
Period of Report: 2020-12-07

Reporting Person: SCHULTZ JOHN F (EVP, COLO & SEC)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-12-07	Common Stock	M	51541	$12.08	Acquired	470284.0693	Direct
2020-12-07	Common Stock	F	17824	$12.08	Disposed	452460.0693	Direct
2020-12-07	Common Stock	A	47984	$12.08	Acquired	500444.0693	Direct
2020-12-07	Common Stock	F	3791	$12.08	Disposed	496653.0693	Direct
2020-12-07	Common Stock	A	60335	$12.08	Acquired	556988.0693	Direct
2020-12-07	Common Stock	F	18918	$12.08	Disposed	538070.0693	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-12-07	Restricted Stock Units	$	M	51541	Disposed		Common Stock (51541)	Direct
2020-01-02	Restricted Stock Units	$	A	3343.595	Acquired		Common Stock (3343.595)	Direct
2020-01-02	Restricted Stock Units	$	A	5674.2726	Acquired		Common Stock (5674.2726)	Direct
2020-01-02	Restricted Stock Units	$	A	4968.1306	Acquired		Common Stock (4968.1306)	Direct

Footnotes

F1: The total beneficial ownership includes 810.9197 shares at $9.5570 per share acquired under the Issuer's 2015 Employee Stock Purchase Plan ("ESPP") on 04/30/20 with respect to shares held under the ESPP, and 786.8372 shares at $8.2080 per share acquired under the ESPP on 10/31/20 with respect to shares held under the ESPP. The total beneficial ownership includes the acquisition of 4.3230 shares at $16.096 per share received on 01/02/20 through dividends paid in shares, 7.3480 shares at $9.5409 per share received on 04/01/20 through dividends paid in shares, 7.2860 shares at $9.7433 per share received on 07/01/20 through dividends paid in shares, and 7.3670 shares at $9.7539 per share received on 10/07/20 through dividends paid in shares.

F2: As previously reported, 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 subject to performance, and are issued in Issuer's common stock.

F3: On 12/10/18 the reporting person was granted 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 subject 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 12/07/17 the reporting person was granted 140,647 Restricted Stock Units ("RSUs"), 46,882 of which vested on 12/07/18, 46,882 of which vested on 12/07/19, and 46,883 of which vested on 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 347.9258 dividend equivalent rights at $16.17 per RSU credited to the reporting person's account on 01/02/20; 587.2610 dividend equivalent rights at $9.58 per RSU credited to the reporting person's account on 04/01/20; 597.2357 dividend equivalent rights at $9.42 per RSU credited to the reporting person's account on 07/01/20; and 575.8403 dividend equivalent rights at $9.77 per RSU credited to the reporting person's account on 10/07/20. The number of derivative securities in column 5 also includes 4,658 vested dividend equivalent rights and a de minimus adjustment of 0.7372 due to fractional rounding of the dividend equivalent rights.

F6: As previously reported, on 12/10/18 the reporting person was granted 111,531 RSUs, 37,177 of which vested on 12/10/19, and 37,177 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 551.7922 dividend equivalent rights at $16.17 per RSU credited to the reporting person's account on 01/02/20; 931.3653 dividend equivalent rights at $9.58 per RSU credited to the reporting person's account on 04/01/20; 947.1847 dividend equivalent rights at $9.42 per RSU credited to the reporting person's account on 07/01/20; and 913.2528 dividend equivalent rights at $9.77 per RSU credited to the reporting person's account on 10/07/20.

F7: As previously reported, on 04/03/19, the reporting person was granted 126,183 RSUs, all of which will cliff vest on 04/03/22. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 936.4230 dividend equivalent rights at $16.17 per RSU credited to the reporting person's account on 01/02/20; 1,580.5804 dividend equivalent rights at $9.58 per RSU credited to the reporting person's account on 04/01/20; 1,607.4268 dividend equivalent rights at $9.42 per RSU credited to the reporting person's account on 07/01/20; and 1,549.8424 dividend equivalent rights at $9.77 per RSU credited to the reporting person's account on 10/07/20.

F8: As previously reported, on 12/10/19 the reporting person was granted 110,480 RSUs, 36,826 of which will vest on 12/10/20, and 36,827 of which will vest on each of 12/10/21 and 12/10/22. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 819.8887 dividend equivalent rights at $16.17 per RSU credited to the reporting person's account on 01/02/20; 1,383.8831 dividend equivalent rights at $9.58 per RSU credited to the reporting person's account on 04/01/20; 1,407.3885 dividend equivalent rights at $9.42 per RSU credited to the reporting person's account on 07/01/20; and 1,356.9703 dividend equivalent rights at $9.77 per RSU credited to the reporting person's account on 10/07/20.