Director Silver Lake Technology Investors Iv, L.P. converted options into 4,394 units of Class C Common Stock and sold $604,718 worth of Class C Common Stock (1,356 units at $445.96) (SEC Form 4)
| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
Dell Technologies Inc. [ DELL ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 06/01/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class C Common Stock | 06/01/2026 | M(1)(2) | 4,394 | A | (1)(2) | 4,394 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 136 | D | $431.98(10) | 4,258 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 15 | D | $433.62(11) | 4,244 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 6 | D | $434.12(12) | 4,238 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 14 | D | $436.39(13) | 4,224 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 51 | D | $437.08(14) | 4,174 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 11 | D | $438.21(15) | 4,163 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 17 | D | $439.53(16) | 4,145 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 46 | D | $440.2(17) | 4,100 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 10 | D | $441.5(18) | 4,089 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 25 | D | $442.93(19) | 4,064 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 36 | D | $444.12(20) | 4,028 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 75 | D | $445.07(21) | 3,953 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 79 | D | $446.11(22) | 3,874 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 80 | D | $447.02(23) | 3,794 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 83 | D | $448.1(24) | 3,711 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 137 | D | $449.06(25) | 3,574 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 190 | D | $450.08(26) | 3,385 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 140 | D | $451.02(27) | 3,245 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 06/01/2026 | S | 205 | D | $452.12(28) | 3,040 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | ||
| Class C Common Stock | 4,891 | I | Held through Silver Lake Group, L.L.C.(4)(5) | |||||||
| Class C Common Stock | 4,277 | I | See footnote(6) | |||||||
| Class C Common Stock | 129,705 | I | See footnote(7) | |||||||
| Class C Common Stock | 1,313,489 | D(8) | ||||||||
| Class C Common Stock | 46,753 | I | See footnote(9) | |||||||
| Class C Common Stock | 46,592 | I | See footnote(29) | |||||||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Class B Common Stock | (2) | 06/01/2026 | M(1)(2) | 4,394 | (2) | (2) | Class C Common Stock | 4,394 | $0 | 272,786 | I | Held through Silver Lake Technology Investors IV, L.P.(3)(4) | |||
| Class B Common Stock | (2) | (2) | (2) | Class C Common Stock | 46,759,434 | 46,759,434 | I | See footnote(30) | |||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Silver Lake Technology Investors V, L.P., SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors IV, L.P. and certain of their respective affiliates sold certain shares of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") on June 1, 2026 and initiated in-kind distributions of shares of Class C Common Stock on June 1, 2026. The receipt of shares of Class C Common Stock by each of the Reporting Persons in connection with such distributions was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. |
| 2. 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 June 1, 2026, 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 sales and distributions described in footnote (1) above. |
| 3. 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. and the general partner of Silver Lake Technology Associates IV, L.P. is SLTA IV (GP), L.L.C. |
| 4. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA IV (GP), L.L.C. 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. |
| 5. Reflects shares of Class C Common Stock held by SLG. Shares held include shares of Class C Common Stock received in connection with the distributions described herein on June 1, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. |
| 6. These shares of Class C Common Stock are held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest including shares received in connection with the distributions of shares of Class C Common Stock on June 1, 2026. 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. |
| 7. In connection with the distributions described in footnote (1) above, distributions of certain shares were initiated to certain employees and managing members of SLG or its affiliates, including Mr. Durban. This amount reflects 24,563, 14,785 and 90,357 shares held by SLTA SPV-2, L.P., Silver Lake Technology Associates V, L.P. and SLG, respectively, on behalf of such individuals, including shares distributed in the June 1, 2026 distributions. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. |
| 8. Represents shares of Class C Common Stock held by Mr. Durban including shares received in connection with the distributions of shares of Class C Common Stock on June 1, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Mr. Durban has filed a separate Form 4 reporting transactions in securities of the Issuer on June 1, 2026. |
| 9. 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 June 1, 2026. 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. |
| 10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $431.9800 to $432.9100 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $433.0300 to $433.9600 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $434.0500 to $434.2800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $435.6637 to $436.6303 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $436.7516 to $437.7500 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $437.8147 to $438.7646 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 16. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $438.9900 to $439.9800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 17. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $439.9900 to $440.9800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $441.0134 to $441.8800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $442.4500 to $443.2400 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 20. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $443.5700 to $444.5636 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 21. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $444.5743 to $445.5697 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 22. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $445.5729 to $446.5472 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 23. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $446.5700 to $447.5676 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 24. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $447.5700 to $448.5681 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 25. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $448.5708 to $449.5571 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 26. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $449.5750 to $450.5674 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 27. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $450.5700 to $451.5619 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 28. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $451.5714 to $452.5695 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 29. Following the transactions described in footnote (1), SL SPV-2, L.P. directly holds 0 shares of Class C Common Stock, Silver Lake Partners IV L.P. directly holds 0 shares of Class C Common Stock, Silver Lake Partners V DE (AIV), L.P. directly holds 46,592 shares of Class C Common Stock, and Silver Lake Technology Investors V, L.P. directly holds 0 shares of Class C Common Stock, which securities and related transactions are reported on separate Form 4 filings. |
| 30. Following the transactions described in footnote (1), SL SPV-2, L.P. directly holds 18,060,589 shares of Class B Common Stock, Silver Lake Partners IV, L.P. directly holds 18,540,100 shares of Class B Common Stock, Silver Lake Partners V DE (AIV), L.P. directly holds 10,035,734 shares of Class B Common Stock, and Silver Lake Technology Investors V, L.P. directly holds 123,011 shares of Class B Common Stock, which securities are reported on separate Form 4 filings. |
| 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. Due to certain reporting restrictions including that no more than 30 transactions can be listed on each Table of the Form 4 filing and 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 separate Forms 4 reporting additional transactions. |
| By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C., gen. partner of Silver Lake Technology Associates IV, L.P., gen. partner of Silver Lake Technology Investors IV, L.P | 06/03/2026 | |
| By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C., general partner of Silver Lake Technology Associates IV, L.P. | 06/03/2026 | |
| By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C. | 06/03/2026 | |
| By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C. | 06/03/2026 | |
| By: /s/ Justin G. Hamill, Attorney-in-fact for Egon Durban | 06/03/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 4: SEC 1474 (03-26) | ||