| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | DELL | Class C Common Stock | Sale | -$837K | -8.49K | -88.44% | $98.62 | 1.11K | Jul 1, 2021 | Held through Silver Lake Technology Investors IV, L.P. | F1, F2, F9, F12 |
| transaction | DELL | Class C Common Stock | Sale | -$110K | -1.11K | -100% | $99.14 | 0 | Jul 1, 2021 | Held through Silver Lake Technology Investors IV, L.P. | F1, F2, F9, F13 |
| transaction | DELL | Class C Common Stock | Sale | -$377K | -3.83K | -88.44% | $98.62 | 500 | Jul 1, 2021 | Held through Silver Lake Technology Investors V, L.P. | F1, F3, F9, F12 |
| transaction | DELL | Class C Common Stock | Sale | -$49.6K | -500 | -100% | $99.14 | 0 | Jul 1, 2021 | Held through Silver Lake Technology Investors V, L.P. | F1, F3, F9, F13 |
| transaction | DELL | Class C Common Stock | Sale | -$1.01M | -10.2K | -88.44% | $98.62 | 1.33K | Jul 1, 2021 | Held through SLTA SPV-2, L.P. | F1, F4, F9, F12 |
| transaction | DELL | Class C Common Stock | Sale | -$132K | -1.33K | -100% | $99.14 | 0 | Jul 1, 2021 | Held through SLTA SPV-2, L.P. | F1, F4, F9, F13 |
| transaction | DELL | Class C Common Stock | Sale | -$289K | -2.93K | -88.44% | $98.62 | 383 | Jul 1, 2021 | Held through Silver Lake Technology Associates V, L.P. | F1, F5, F9, F12 |
| transaction | DELL | Class C Common Stock | Sale | -$38K | -383 | -100% | $99.14 | 0 | Jul 1, 2021 | Held through Silver Lake Technology Associates V, L.P. | F1, F5, F9, F13 |
| transaction | DELL | Class C Common Stock | Sale | -$2.91M | -29.5K | -25.1% | $98.62 | 87.9K | Jul 1, 2021 | Held through Silver Lake Group, L.L.C. | F1, F6, F9, F12 |
| transaction | DELL | Class C Common Stock | Sale | -$382K | -3.85K | -4.38% | $99.14 | 84.1K | Jul 1, 2021 | Held through Silver Lake Group, L.L.C. | F1, F6, F9, F13 |
| transaction | DELL | Class C Common Stock | Sale | -$11.2K | -114 | -88.37% | $98.62 | 15 | Jul 1, 2021 | See footnotes | F1, F7, F12 |
| transaction | DELL | Class C Common Stock | Sale | -$1.49K | -15 | -100% | $99.14 | 0 | Jul 1, 2021 | See footnotes | F1, F7, F13 |
| transaction | DELL | Class C Common Stock | Sale | -$15.2K | -154 | -88.51% | $98.62 | 20 | Jul 1, 2021 | See footnotes | F1, F8, F12 |
| transaction | DELL | Class C Common Stock | Sale | -$1.98K | -20 | -100% | $99.14 | 0 | Jul 1, 2021 | See footnotes | F1, F8, F13 |
| holding | DELL | Class C Common Stock | 114K | Jul 1, 2021 | Direct | F10 | |||||
| holding | DELL | Class C Common Stock | 3.84K | Jul 1, 2021 | See footnote | F11 |
| Id | Content |
|---|---|
| F1 | As previously reported, on June 30, 2021, 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 distributed shares of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") to their respective partners and members as in-kind distributions. This Form 4 is being filed to report the sales of certain of the shares received by affiliates of Silver Lake Group, L.L.C. in such distributions or certain other sales related to such distributions. This Form 4 does not include the aggregate of 95,350,227 shares of Class B Common Stock, par value $0.01 per share, of the Issuer which the Reporting Persons continue to hold following the transactions on June 30, 2021 and the transactions described herein. |
| F2 | 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 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"). |
| F3 | 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 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"). |
| F4 | These shares of Class C Common Stock were held by SLTA SPV-2, L.P. ("SLTA SPV") and were received in connection with the pro rata distribution made by SPV-2 described above. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. The general partner of SLTA SPV is SLTA SPV-2 (GP), L.L.C. ("SLTA SPV GP"). |
| F5 | These shares of Class C Common Stock were held by SLTA V and were received in connection with the pro rata distribution made by SLP V described above. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. |
| F6 | These shares of Class C Common Stock are held by Silver Lake Group, L.L.C. ("SLG") and were received in connection with the pro rata distributions made by SPV-2, SLP IV and SLP V and their respective affiliates described above. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. The Amount of Securities Beneficially Owned Following Reported Transactions in this Form 4 reported for direct holdings of SLG includes an additional 84,058 shares of Class C Common Stock held by SLG which were inadvertently not included in the Amount of Securities Beneficially Owned Following Reported Transactions reported in the Form 4 filed by the Reporting Persons immediately following the distribution described in footnote (1) above, on June 30, 2021. |
| F7 | These shares of Common Stock were held indirectly by Mr. Egon Durban through his indirect interest in an entity in which he may be deemed to have a pecuniary interest, and were received in connection with the pro rata distributions made by SPV-2, SLP IV and SLP V and their respective affiliates described above. 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. |
| F8 | These shares of Common Stock were held by entities in which Mr. Egon Durban may be deemed to have an indirect pecuniary interest, and were received in connection with the pro rata distributions made by SPV-2, SLP IV and SLP V and their respective affiliates described above. 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. |
| F9 | 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 Partner of SLG. Each of the reporting persons may be deemed a director by deputization of the Issuer. |
| F10 | Represents shares of Class C Common Stock held by Mr. Egon Durban immediately following the receipt of such shares in connection with the distributions of shares of Class C Common Stock described above. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. |
| F11 | Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members, which received such shares in connection with the distributions of shares of Class C Common Stock described above. 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. |
| F12 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.00 to $98.99, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| F13 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.00 to $99.40, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any. Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 4.