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Filing Details

Accession Number:: 0000950170-24-134714
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-12-09 20:07:55
Reporting Period:: 2024-12-06

Accepted Time:: 2024-12-09 20:07:55
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1571996	Dell Technologies Inc.	DELL	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1418226	Silver Lake Group, L.l.c.	C/O Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park CA 94025	No	No	No	No
1552054	Silver Lake Partners Iv, L.p.	C/O Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park CA 94025	No	No	No	No
1651403	Egon Durban	C/O Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park CA 94025	No	No	No	No
1672565	Silver Lake Technology Investors Iv, L.p.	C/O Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park CA 94025	No	No	No	No
1672566	Silver Lake Technology Associates Iv, L.p.	C/O Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park CA 94025	No	No	No	No
1672568	Slta Iv (Gp), L.l.c.	C/O Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park CA 94025	No	No	No	No
1767114	Sl Spv-2, L.p.	C/O Silver Lake, 2775 Sand Hill Road, Suite 100 Menlo Park CA 94025	No	No	No	No
1767115	Slta Spv-2, L.p.	C/O Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park CA 94025	No	No	No	No
1767116	Slta Spv-2 (Gp), L.l.c.	C/O Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park CA 94025	No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class C Common Stock	Disposition	2024-12-06	37,223	$125.28	276,024	No	4	S	Indirect	Held through SL SPV-2, L.P.
Class C Common Stock	Disposition	2024-12-06	42,897	$125.28	210,263	No	4	S	Indirect	Held through Silver Lake Partners IV, L.P.
Class C Common Stock	Disposition	2024-12-06	22,111	$125.28	132,435	No	4	S	Indirect	Held through Silver Lake Partners V DE (AIV), L.P.
Class C Common Stock	Disposition	2024-12-06	815	$125.28	3	No	4	S	Indirect	Held through Silver Lake Technology Investors IV, L.P.
Class C Common Stock	Disposition	2024-12-06	368	$125.28	1	No	4	S	Indirect	Held through Silver Lake Technology Investors V, L.P.
Class C Common Stock	Disposition	2024-12-06	119	$126.15	275,905	No	4	S	Indirect	Held through SL SPV-2, L.P.
Class C Common Stock	Disposition	2024-12-06	137	$126.15	210,126	No	4	S	Indirect	Held through Silver Lake Partners IV, L.P.
Class C Common Stock	Disposition	2024-12-06	71	$126.15	132,364	No	4	S	Indirect	Held through Silver Lake Partners V DE (AIV), L.P.
Class C Common Stock	Disposition	2024-12-06	3	$126.15	0	No	4	S	Indirect	Held through Silver Lake Technology Investors IV, L.P.
Class C Common Stock	Disposition	2024-12-06	1	$126.15	0	No	4	S	Indirect	Held through Silver Lake Technology Investors V, L.P.
Class C Common Stock	Disposition	2024-12-09	275,905	$0.00	0	No	4	J	Indirect	Held through SL SPV-2, L.P.
Class C Common Stock	Disposition	2024-12-09	210,126	$0.00	0	No	4	J	Indirect	Held through Silver Lake Partners IV, L.P.
Class C Common Stock	Disposition	2024-12-09	132,364	$0.00	0	No	4	J	Indirect	Held through Silver Lake Partners V DE (AIV), L.P.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	Held through SL SPV-2, L.P.
No	4	S	Indirect	Held through Silver Lake Partners IV, L.P.
No	4	S	Indirect	Held through Silver Lake Partners V DE (AIV), L.P.
No	4	S	Indirect	Held through Silver Lake Technology Investors IV, L.P.
No	4	S	Indirect	Held through Silver Lake Technology Investors V, L.P.
No	4	S	Indirect	Held through SL SPV-2, L.P.
No	4	S	Indirect	Held through Silver Lake Partners IV, L.P.
No	4	S	Indirect	Held through Silver Lake Partners V DE (AIV), L.P.
No	4	S	Indirect	Held through Silver Lake Technology Investors IV, L.P.
No	4	S	Indirect	Held through Silver Lake Technology Investors V, L.P.
No	4	J	Indirect	Held through SL SPV-2, L.P.
No	4	J	Indirect	Held through Silver Lake Partners IV, L.P.
No	4	J	Indirect	Held through Silver Lake Partners V DE (AIV), L.P.

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class C Common Stock	132,253	Indirect	Held through SLTA SPV-2, L.P.
Class C Common Stock	79,021	Indirect	Held through Silver Lake Technology Associates V, L.P.
Class C Common Stock	64,924	Indirect	Held through Silver Lake Group, L.L.C.
Class C Common Stock	70,584	Indirect	See footnote
Class C Common Stock	3,463	Indirect	See footnote
Class C Common Stock	777,347	Direct
Class C Common Stock	33,844	Indirect	See footnote

Footnotes

SL SPV-2, L.P. ("SPV-2"), Silver Lake Partners IV, L.P. ("SLP IV") and Silver Lake Partners V DE (AIV), L.P. ("SLP V") and certain of their respective affiliates sold certain shares of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") on December 5, 2024 and December 6, 2024 and initiated in-kind distributions of shares of Class C Common Stock on December 9, 2024. The receipt of shares of Class C Common Stock by each of the Reporting Persons in connection with such distributions was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
Each share of Class B Common Stock, par value $0.01 per share of the Issuer (the "Class B Common Stock") is convertible into one share of Class C Common Stock at any time, at the election of the holder or automatically upon certain transfers, and has no expiration date. On December 5, 2024 and December 6, 2024, certain of the Reporting Persons converted shares of Class B Common Stock into an equal number of shares of Class C Common Stock in connection with the distributions and sales described in footnote (1) above.
These securities are directly held by SPV-2. The general partner of SPV-2 is SLTA SPV-2, L.P. ("SLTA SPV") and the general partner of SLTA SPV is SLTA SPV-2 (GP), L.L.C. ("SLTA SPV GP").
These securities are directly held by SLP IV. The general partner of SLP IV is Silver Lake Technology Associates IV, L.P. ("SLTA IV") and the general partner of SLTA IV is SLTA IV (GP), L.L.C. ("SLTA IV GP").
These securities are directly held by SLP V. The general partner of SLP V is Silver Lake Technology Associates V, L.P. ("SLTA V") and the general partner of SLTA V is SLTA V (GP), L.L.C. ("SLTA V GP").
These securities are directly held by Silver Lake Technology Investors IV, L.P. The general partner of Silver Lake Technology Investors IV, L.P. is SLTA IV and the general partner of SLTA IV is SLTA IV GP.
These securities are directly held by Silver Lake Technology Investors V, L.P. The general partner of Silver Lake Technology Investors V, L.P. is SLTA V and the general partner of SLTA V is SLTA V GP.
These shares of Class C Common Stock are held by SLTA SPV.
These shares of Class C Common Stock are held by SLTA V.
Reflects shares held by Silver Lake Group, L.L.C. ("SLG"). Shares held includes additional shares of Class C Common Stock received in connection with pro rata distributions made by SPV-2, SLP IV and SLP V on December 9, 2024. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
SLG is the managing member of SLTA SPV GP, SLTA IV GP and SLTA V GP. Egon Durban, who serves as a director of the Issuer, also serves as a Co-CEO and Managing Member of SLG. Each of the reporting persons may be deemed a director by deputization of the Issuer.
In connection with the distributions described in footnote (1) above, pro rata distributions of certain shares were initiated to certain employees and managing members of SLG or its affiliates, including Egon Durban. This amount reflects 12,989, 7,798 and 49,797 shares distributed in such distributions that are held by SLTA SPV-2, L.P., SLTA V and SLG, respectively, on behalf of such individuals, including Mr. Durban. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
These shares of Common Stock are held by entities in which Mr. Egon Durban may be deemed to have an indirect pecuniary interest, including shares received in connection with the pro rata distributions made by SPV-2, SLP IV and SLP V and their respective affiliates on December 9, 2024. The receipt of such shares of Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
Represents shares of Class C Common Stock held by Mr. Egon Durban immediately following the receipt of shares in connection with the distributions of shares of Class C Common Stock on December 9, 2024. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members, including shares received in connection with the distributions of shares of Class C Common Stock on December 9, 2024. The receipt of such shares of Class C Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $125.00 to $125.998 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $126.00 to $126.265 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.