President and CEO Neri Antonio F sold $3,753,318 worth of shares (166,666 units at $22.52), decreasing direct ownership by 8% to 1,919,060 units (SEC Form 4)
$HPE
Retail: Computer Software & Peripheral Equipment
Technology
| 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). | |||||||||||||||||
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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)
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2. Issuer Name and Ticker or Trading Symbol
Hewlett Packard Enterprise Co [ HPE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/22/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| 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 | ||||||
| Common Stock | 08/22/2025 | S | 166,666 | D | $22.52(1) | 1,919,060 | D | |||
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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 | ||||||||
| Restricted Stock Units | (2) | 01/16/2025 | A | 3,011.1272(3) | (3) | (3) | Common Stock | 3,011.1272 | (3) | 159,374.1272 | D | ||||
| Restricted Stock Units | (2) | 01/16/2025 | A | 6,491.4589(4) | (4) | (4) | Common Stock | 6,491.4589 | (4) | 334,257.4589 | D | ||||
| Restricted Stock Units | (2) | 01/16/2025 | A | 8,311.9044(5) | (5) | (5) | Common Stock | 8,311.9044 | (5) | 416,143.9044 | D | ||||
| Explanation of Responses: |
| 1. The price in Column 4 is a weighted average price. The prices ranged from $22.50 to $22.5750. Upon request, the reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, information regarding the number of shares at each price within the range. |
| 2. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. |
| 3. As previously reported, on 12/08/22, the reporting person was granted 460,405 restricted stock units ("RSUs"), 153,468 of which vested on 12/08/23, 147,743 of which vested on 12/08/24, and 147,744 of which will vest on 12/08/25. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 reflects 820.4494 dividend equivalent rights at $23.41 per RSU credited to the reporting person's account on 01/16/25, 1,268.6077 dividend equivalent rights at $15.14 per RSU credited to the reporting person's account on 04/18/25, and 922.0701 dividend equivalent rights at $20.83 per RSU credited to the reporting person's account on 07/17/25. |
| 4. As previously reported, on 12/07/23, the reporting person was granted 496,278 RSUs, 165,426 of which vested on 12/07/24, and 159,255 of which will vest on each of 12/07/25 and 12/07/26. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 reflects 1,768.7441 dividend equivalent rights at $23.41 per RSU credited to the reporting person's account on 01/16/25, 2,734.8943 dividend equivalent rights at $15.14 per RSU credited to the reporting person's account on 04/18/25, and 1,987.8205 dividend equivalent rights at $20.83 per RSU credited to the reporting person's account on 07/17/25. |
| 5. As previously reported, on 12/09/24, the reporting person was granted 407,832 RSUs, 135,944 of which will vest on each of 12/09/25, 12/09/26 and 12/09/27. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 reflects 2,264.7655 dividend equivalent rights at $23.41 per RSU credited to the reporting person's account on 01/16/25, 3,501.8600 dividend equivalent rights at $15.14 per RSU credited to the reporting person's account on 04/18/25, and 2,545.2789 dividend equivalent rights at $20.83 per RSU credited to the reporting person's account on 07/17/25. |
| Remarks: |
| The reported transaction occurred pursuant to a trading plan adopted on 12/24/24. |
| Ki Hoon Kim as Attorney-in-Fact for Antonio F. Neri | 08/26/2025 | |
| ** 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. | ||