SEC Form 4 · accession 0001179706-16-000368
Hewlett Packard Enterprise Co · HPE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Patricia F Russo
Director
Period of report
Apr 20, 2016
Accepted (ET)
Apr 21, 2016 · 4:46 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001645590
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3 | Apr 20, 2016 | M | 9,597 | $0.00 | A | 36,696 | I | By Merrill Lynch |
| Common StockF1 | holding | — | — | — | 11,752 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F5,F2 | — | Apr 20, 2016 | M | 9,597 | D | — | — | Common Stock | 9,597 | 0 | D |
Explanation of responses
- F1There is no reportable change since the last filing. This is a reiteration of holdings only.
- F2Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
- F3The reporting person elected to defer the receipt of common stock until the termination of her service as a member of the Issuer's Board of Directors. The securities being reported in column 6 includes a post conversion adjustment of 11,953.1423 shares, and 174.7788 dividends, which reflects 95.8189 dividends at $14.80 per share deferred on 01/06/16, and 78.9599 dividends at $17.96 per share deferred on 04/06/16.
- F4Hewlett-Packard Company ("HP Co.") stockholders of record on 10/21/15 ("Record Date") received one share of Hewlett Packard Enterprise common stock for every one share of HP Co. common stock held on the Record Date. As reported in the Registration Statement on Form 10 filed by Issuer with the SEC, in connection with the separation, equity-based awards granted by HP Co, prior to the separation were converted to adjust the award in a manner intended to preserve the aggregate intrinsic value of the original HP Co. award as measured immediately before and immediately after the separation, subject to rounding. The adjusted equity award is otherwise subject to the same terms and conditions that applied to the original HP Co. award immediately prior to the separation, unless otherwise noted. The reporting person's equity-based awards granted by HP Co. prior to separation have been converted into equity-based awards with respect to the Issuer's common stock.
- F5As previously reported, on 04/20/15 the reporting person was granted 5,238 restricted stock units ("RSUs"), all of which cliff vested on 04/20/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The RSUs cliff vested on 04/20/16 and were deferred as noted in footnote (2) above. The number of derivative securities beneficially owned immediately prior to the transaction being reported includes 4,232.4023 RSUs and dividend equivalent rights credited to the reporting person's account on 11/01/15 as a post conversion adjustment. The number of derivative securities in column 5 includes 35.0068 dividend equivalent rights at $14.80 per RSU credited to the reporting person's account on 01/06/16, and 28.8474 dividend equivalent rights at $17.96 per RSU credited to the reporting person's account on 04/06/16. The number of derivative securities in column 5 also includes 177.3753 vested dividend equivalent rights.