Slta IV (Gp), L.L.C. - Jan 12, 2024 Form 4 Insider Report for Dell Technologies Inc. (DELL)

Signature
By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C.
Stock symbol
DELL
Transactions as of
Jan 12, 2024
Transactions value $
-$269,618,867
Form type
4
Date filed
1/17/2024, 08:05 PM
Previous filing
Nov 27, 2023
Next filing
Mar 5, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DELL Class C Common Stock Options Exercise +123K 123K Jan 12, 2024 Held through SL SPV-2, L.P. F1, F2, F3, F12
transaction DELL Class C Common Stock Options Exercise +127K 127K Jan 12, 2024 Held through Silver Lake Partners IV, L.P. F1, F2, F4, F12
transaction DELL Class C Common Stock Options Exercise +68.6K 68.6K Jan 12, 2024 Held through Silver Lake Partners V DE (AIV), L.P. F1, F2, F5, F12
transaction DELL Class C Common Stock Options Exercise +1.87K 1.87K Jan 12, 2024 Held through Silver Lake Technology Investors IV, L.P. F2, F6, F12
transaction DELL Class C Common Stock Options Exercise +841 841 Jan 12, 2024 Held through Silver Lake Technology Investors V, L.P. F2, F7, F12
transaction DELL Class C Common Stock Sale -$6.8M -85.6K -69.31% $79.43 37.9K Jan 12, 2024 Held through SL SPV-2, L.P. F3, F12, F15
transaction DELL Class C Common Stock Sale -$7.86M -98.9K -78.02% $79.43 27.9K Jan 12, 2024 Held through Silver Lake Partners IV, L.P. F4, F12, F15
transaction DELL Class C Common Stock Sale -$4.12M -51.9K -75.68% $79.43 16.7K Jan 12, 2024 Held through Silver Lake Partners V DE (AIV), L.P. F5, F12, F15
transaction DELL Class C Common Stock Sale -$148K -1.87K -100% $79.43 0 Jan 12, 2024 Held through Silver Lake Technology Investors IV, L.P. F6, F12, F15
transaction DELL Class C Common Stock Sale -$66.8K -841 -100% $79.43 0 Jan 12, 2024 Held through Silver Lake Technology Investors V, L.P. F7, F12, F15
transaction DELL Class C Common Stock Options Exercise +1.63M +4309.75% 1.67M Jan 16, 2024 Held through SL SPV-2, L.P. F1, F2, F3, F12
transaction DELL Class C Common Stock Options Exercise +1.68M +6018.37% 1.7M Jan 16, 2024 Held through Silver Lake Partners IV, L.P. F1, F2, F4, F12
transaction DELL Class C Common Stock Options Exercise +908K +5438.02% 924K Jan 16, 2024 Held through Silver Lake Partners V DE (AIV), L.P. F1, F2, F5, F12
transaction DELL Class C Common Stock Options Exercise +24.7K 24.7K Jan 16, 2024 Held through Silver Lake Technology Investors IV, L.P. F2, F6, F12
transaction DELL Class C Common Stock Options Exercise +11.1K 11.1K Jan 16, 2024 Held through Silver Lake Technology Investors V, L.P. F2, F7, F12
transaction DELL Class C Common Stock Sale -$89.3M -1.13M -67.82% $78.81 538K Jan 16, 2024 Held through SL SPV-2, L.P. F3, F12, F16
transaction DELL Class C Common Stock Sale -$104M -1.32M -77.64% $78.81 381K Jan 16, 2024 Held through Silver Lake Partners IV, L.P. F4, F12, F16
transaction DELL Class C Common Stock Sale -$54.2M -687K -74.35% $78.81 237K Jan 16, 2024 Held through Silver Lake Partners V DE (AIV), L.P. F5, F12, F16
transaction DELL Class C Common Stock Sale -$1.94M -24.7K -100% $78.81 0 Jan 16, 2024 Held through Silver Lake Technology Investors IV, L.P. F6, F12, F16
transaction DELL Class C Common Stock Sale -$877K -11.1K -100% $78.81 0 Jan 16, 2024 Held through Silver Lake Technology Investors V, L.P. F7, F12, F16
transaction DELL Class C Common Stock Other -538K -100% 0 Jan 17, 2024 Held through SL SPV-2, L.P. F1, F3, F12
transaction DELL Class C Common Stock Other -381K -100% 0 Jan 17, 2024 Held through Silver Lake Partners IV, L.P. F1, F4, F12
transaction DELL Class C Common Stock Other -237K -100% 0 Jan 17, 2024 Held through Silver Lake Partners V DE (AIV), L.P. F1, F5, F12
holding DELL Class C Common Stock 25.8K Jan 12, 2024 Held through SLTA SPV-2, L.P. F8, F9, F12
holding DELL Class C Common Stock 15.3K Jan 12, 2024 Held through Silver Lake Technology Associates V, L.P. F9, F10, F12
holding DELL Class C Common Stock 105K Jan 12, 2024 Held through Silver Lake Group, L.L.C. F10, F11, F12
holding DELL Class C Common Stock 981 Jan 12, 2024 See footnote F11
holding DELL Class C Common Stock 294K Jan 12, 2024 Direct F13
holding DELL Class C Common Stock 8.08K Jan 12, 2024 See footnote F14

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DELL Class B Common Stock Options Exercise $0 -123K -0.35% $0.00 34.7M Jan 12, 2024 Class C Common Stock 123K Held through SL SPV-2, L.P. F1, F2, F3, F12
transaction DELL Class B Common Stock Options Exercise $0 -127K -0.35% $0.00 35.6M Jan 12, 2024 Class C Common Stock 127K Held through Silver Lake Partners IV, L.P. F1, F2, F4, F12
transaction DELL Class B Common Stock Options Exercise $0 -68.6K -0.35% $0.00 19.3M Jan 12, 2024 Class C Common Stock 68.6K Held through Silver Lake Partners V DE (AIV), L.P. F1, F2, F5, F12
transaction DELL Class B Common Stock Options Exercise $0 -1.87K -0.35% $0.00 524K Jan 12, 2024 Class C Common Stock 1.87K Held through Silver Lake Technology Investors IV, L.P. F2, F6, F12
transaction DELL Class B Common Stock Options Exercise $0 -841 -0.35% $0.00 236K Jan 12, 2024 Class C Common Stock 841 Held through Silver Lake Technology Investors V, L.P. F2, F7, F12
transaction DELL Class B Common Stock Options Exercise $0 -1.63M -4.71% $0.00 33M Jan 16, 2024 Class C Common Stock 1.63M Held through SL SPV-2, L.P. F1, F2, F3, F12
transaction DELL Class B Common Stock Options Exercise $0 -1.68M -4.71% $0.00 33.9M Jan 16, 2024 Class C Common Stock 1.68M Held through Silver Lake Partners IV, L.P. F1, F2, F4, F12
transaction DELL Class B Common Stock Options Exercise $0 -908K -4.71% $0.00 18.4M Jan 16, 2024 Class C Common Stock 908K Held through Silver Lake Partners V DE (AIV), L.P. F1, F2, F5, F12
transaction DELL Class B Common Stock Options Exercise $0 -24.7K -4.71% $0.00 499K Jan 16, 2024 Class C Common Stock 24.7K Held through Silver Lake Technology Investors IV, L.P. F2, F6, F12
transaction DELL Class B Common Stock Options Exercise $0 -11.1K -4.71% $0.00 225K Jan 16, 2024 Class C Common Stock 11.1K Held through Silver Lake Technology Investors V, L.P. F2, F7, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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 on January 12, 2024 and January 16, 2024 and initiated in-kind distributions on January 17, 2024 of 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. The receipt of shares of Class C Common Stock by each of the Reporting Persons was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
F2 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 January 12, 2024 and January 16, 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.
F3 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").
F4 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").
F5 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").
F6 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.
F7 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.
F8 These shares of Class C Common Stock are held by SLTA SPV, including shares 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.
F9 These shares of Class C Common Stock are held by SLTA V, including shares 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.
F10 These shares of Class C Common Stock were received by Silver Lake Group, L.L.C. ("SLG") 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.
F11 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 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.
F12 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.
F13 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 reported above. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
F14 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 reported 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.
F15 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.19 to $79.77, 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.
F16 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.51 to $79.29, 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.

Remarks:

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.