David W. Dorman - Dec 26, 2021 Form 4 Insider Report for Dell Technologies Inc. (DELL)

Role: Director
Signature: /s/ Robert Potts, Attorney-in-Fact
Stock symbol: DELL
Transactions as of: Dec 26, 2021
Transactions value $: $0
Form type: 4
Date filed: 12/28/2021, 04:37 PM
Previous filing: Nov 23, 2021
Next filing: Jan 5, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DELL	Class C Common Stock	Award	$0	+1.42K	+0.81%	$0.00	176K	Dec 26, 2021	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents an award of Class C Common Stock granted to the reporting person in accordance with the Amended and Restated Compensation Program for Independent Non-Employee Directors of Dell Technologies Inc. (the "Issuer") in replacement of an award of 720 deferred stock units ("DSUs") granted to the reporting person on September 30, 2021 under such program (as adjusted to a total of 1,417 DSUs in accordance with the adjustment described in footnote 2 (the "Post-Adjustment DSUs")). On December 26, 2021, the Post-Adjustment DSUs were cancelled in connection with the foregoing award of Class C Common Stock.
F2	On November 1, 2021, the Issuer completed a special distribution of all of the shares of common stock of its former subsidiary, VMware, Inc., that it beneficially owned to its stockholders on a pro rata basis (the "Transaction"). In connection with the Transaction, the Issuer implemented an equitable adjustment to outstanding equity awards held by participants in the Issuer's 2013 Stock Incentive Plan in accordance with the terms of the plan, as a result of which (a) 8,976 DSUs previously reported by the reporting person were adjusted to a total of 17,669 DSUs (including in such amount the Post-Adjustment DSUs) and (b) 2,162 restricted stock units ("RSUs") previously reported by the reporting person were adjusted to a total of 4,255 RSUs. Following the adjustment and cancellation referred to above, the reporting person now beneficially owns 16,252 DSUs and 4,255 RSUs.

Content

Represents an award of Class C Common Stock granted to the reporting person in accordance with the Amended and Restated Compensation Program for Independent Non-Employee Directors of Dell Technologies Inc. (the "Issuer") in replacement of an award of 720 deferred stock units ("DSUs") granted to the reporting person on September 30, 2021 under such program (as adjusted to a total of 1,417 DSUs in accordance with the adjustment described in footnote 2 (the "Post-Adjustment DSUs")). On December 26, 2021, the Post-Adjustment DSUs were cancelled in connection with the foregoing award of Class C Common Stock.

On November 1, 2021, the Issuer completed a special distribution of all of the shares of common stock of its former subsidiary, VMware, Inc., that it beneficially owned to its stockholders on a pro rata basis (the "Transaction"). In connection with the Transaction, the Issuer implemented an equitable adjustment to outstanding equity awards held by participants in the Issuer's 2013 Stock Incentive Plan in accordance with the terms of the plan, as a result of which (a) 8,976 DSUs previously reported by the reporting person were adjusted to a total of 17,669 DSUs (including in such amount the Post-Adjustment DSUs) and (b) 2,162 restricted stock units ("RSUs") previously reported by the reporting person were adjusted to a total of 4,255 RSUs. Following the adjustment and cancellation referred to above, the reporting person now beneficially owns 16,252 DSUs and 4,255 RSUs.