Michael S. Dell - 03 Feb 2025 Form 4 Insider Report for SecureWorks Corp

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
05 Feb 2025, 16:26:46 UTC
Prior SEC filing
09 Dec 2024
Next SEC filing
27 Jun 2025
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ James Williamson, Attorney-in-Fact

Key filing fact

Michael S. Dell filed Form 4 for SecureWorks Corp on 05 Feb 2025.

Key facts

  • This page summarizes Michael S. Dell's Form 4 filing for SecureWorks Corp.
  • 1 reported transaction and 1 derivative row are listed below.
  • Accepted by SEC: 05 Feb 2025, 16:26.

Change

  • Previous filing in this sequence was filed on 09 Dec 2024.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

SCWX transaction Derivative

Class B Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-70,000,000
Change %
-100%
Price
Shares after
0
Date
03 Feb 2025
Ownership
See footnote
Underlying class
Class A Common Stock
Underlying amount
70,000,000
Exercise price
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Michael S. Dell is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Each share of Class B common stock, par value $0.01 per share (the "Class B Common Stock") of SecureWorks Corp. (the "Company") is convertible into one share of Class A common stock, par value $0.01 per share (the "Class A Common Stock") of the Company at any time, at the holder's option, and has no expiration date.

Footnote F2

On February 3, 2025, SecureWorks Corp. (the "Issuer") completed the previously announced transaction with Sophos Inc., pursuant to the Agreement and Plan of Merger dated as of October 21, 2024 (the "Merger Agreement"), whereby Sophos Inc. indirectly acquired the Issuer (the "Merger"). In connection with the Merger, each share of Class B Common Stock of the Issuer was canceled and converted into the right to receive an amount in cash equal to $8.50, without interest and less any applicable withholding taxes.

Footnote F3

The shares of Class B common stock are directly owned by Dell Marketing L.P. ("DMLP"). DMLP's sole general partner is Dell Marketing GP L.L.C., which is wholly owned by Dell Marketing Corporation, which in turn is indirectly wholly owned by Dell Technologies Inc. through its directly and indirectly held wholly owned subsidiaries Denali Intermediate Inc., Dell Inc. and Dell International L.L.C. The reporting person may be deemed to beneficially own securities beneficially owned by DMLP by virtue of his ownership of a majority of the voting securities of Dell Technologies Inc.

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