SEC Form 4 · accession 0001123292-19-000011

Dell Technologies Inc. · DELL

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Dec 28, 2018

Accepted (ET)

Jan 2, 2019 · 5:15 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001571996

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class V Common Stock^F1	Dec 28, 2018	J	4,905	$0.00	D	0	D
Class C Common Stock^F1	Dec 28, 2018	J	8,861	$0.00	A	12,626	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Options to Acquire Class V Common Stock^F2,F3	$48.35	Dec 28, 2018	J	39,811	D	—	Sep 14, 2026	Class V Common Stock	39,811	0	D
Options to Acquire Class C Common Stock^F2,F3	$26.76	Dec 28, 2018	J	71,922	A	—	Sep 14, 2026	Class C Common Stock	71,922	71,922	D
Options to Acquire Class V Common Stock^F2,F4	$77.15	Dec 28, 2018	J	3,227	D	—	Sep 28, 2027	Class V Common Stock	3,227	0	D
Options to Acquire Class C Common Stock^F2,F4	$42.70	Dec 28, 2018	J	5,829	A	—	Sep 28, 2027	Class C Common Stock	5,829	5,829	D

F1On December 28, 2018 (the "Closing Date"), in connection with the closing under a merger agreement between Dell Technologies Inc. (the "Issuer") and a wholly-owned subsidiary of the Issuer (the "Merger"), each share of Class V common stock ("Class V Common Stock") of the Issuer owned by the reporting person was exchanged for 1.8066 shares of Class C common stock ("Class C Common Stock") of the Issuer.
F2On December 28, 2018, in connection with the Merger, each of the reporting person's options to purchase Class V Common Stock (each, a "Class V Stock Option") was exchanged for an option to purchase 1.8066 shares of Class C Common Stock (each, a "Class C Stock Option"). The exercise price per share of each Class C Stock Option was determined by dividing the exercise price per share of the corresponding Class V Stock Option by 1.8066.
F3Of 39,811 Class V Stock Options disposed of, 22,056 Class V Stock Options were fully vested as of the Closing Date, 8,878 Class V Stock Options were to vest on September 14, 2019 and 8,877 Class V Stock Options were to vest on September 14, 2020. Of 71,922 Class C Stock Options acquired in the Merger, 39,846 Class C Stock Options were fully vested as of the Closing Date and 16,038 Class C Stock Options vest on each of September 14, 2019 and September 14, 2020.
F4The 3,227 Class V Stock Options disposed of were fully vested as of the Closing Date. All 5,829 Class C Stock Options acquired were fully vested as of the Closing Date.