| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | DELL | Class C Common Stock | Other | -482K | -100% | 0 | Mar 22, 2024 | Held through SL SPV-2, L.P. | F1, F2, F3, F6, F7, F13 | ||
| transaction | DELL | Class C Common Stock | Other | -359K | -100% | 0 | Mar 22, 2024 | Held through Silver Lake Partners IV, L.P. | F1, F2, F4, F6, F7, F13 | ||
| transaction | DELL | Class C Common Stock | Other | -222K | -100% | 0 | Mar 22, 2024 | Held through Silver Lake Partners V DE (AIV), L.P. | F1, F2, F5, F6, F7, F13 | ||
| holding | DELL | Class C Common Stock | 315K | Mar 22, 2024 | Held through Silver Lake Group, L.L.C. | F11, F13 | |||||
| holding | DELL | Class C Common Stock | 427 | Mar 22, 2024 | See footnote | F12 | |||||
| holding | DELL | Class C Common Stock | 77.5K | Mar 22, 2024 | Held through SLTA SPV-2, L.P. | F8, F13 | |||||
| holding | DELL | Class C Common Stock | 45.8K | Mar 22, 2024 | Held through Silver Lake Technology Associates V, L.P. | F9, F13 | |||||
| holding | DELL | Class C Common Stock | 2.51K | Mar 22, 2024 | Held through Silver Lake Technology Associates IV, L.P. | F10, F13 | |||||
| holding | DELL | Class C Common Stock | 536K | Mar 22, 2024 | Direct | F14 | |||||
| holding | DELL | Class C Common Stock | 15.4K | Mar 22, 2024 | See footnote | F15 |
| 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 initiated in-kind distributions 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 on March 22, 2024. |
| 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. |
| 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 | 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. |
| F7 | On certain dates between March 13, 2024 and March 21, 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 described in footnote (1) above. |
| F8 | Reflects shares 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 | Reflects shares 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 | Reflects shares held by SLTA IV, including shares received in connection with the pro rata distribution made by SLP IV 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 | 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 March 22, 2024. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. |
| F12 | 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 March 22, 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. |
| F13 | 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. |
| F14 | 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 March 22, 2024. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. |
| F15 | 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 March 22, 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 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. Because no more than 30 transactions can be listed on each Table of the Form 4 filing, the Reporting Persons have filed a separate Form 4 reporting additional transactions.