SEC Form 4 · accession 0001179706-17-000128
Hewlett Packard Enterprise Co · HPE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kirt P Karros
Officer — SVP, Finance & Treasurer
Period of report
May 10, 2017
Accepted (ET)
May 12, 2017 · 4:30 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 Stock | May 10, 2017 | M | 56,797 | $11.01 | A | 56,797 | D | |
| Common StockF1 | May 10, 2017 | S | 56,797 | $18.99 | D | 0 | D | |
| Common Stock | May 10, 2017 | M | 6,650 | $11.28 | A | 6,650 | D | |
| Common StockF1 | May 10, 2017 | S | 6,650 | $18.99 | D | 0 | D | |
| Common Stock | May 11, 2017 | M | 31,621 | $18.86 | A | 31,621 | D | |
| Common Stock | May 11, 2017 | F | 11,883 | $18.86 | D | 19,738 | D | |
| Common Stock | May 11, 2017 | M | 971 | $18.86 | A | 20,709 | D | |
| Common Stock | May 11, 2017 | F | 365 | $18.86 | D | 20,344 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to buy)F5,F3,F4 | $11.01 | May 10, 2017 | M | 56,797 | A | Nov 2, 2016 | Nov 2, 2023 | Common Stock | 56,797 | 113,596 | D |
| Employee Stock Option (Right to buy)F5,F3,F4 | $11.28 | May 10, 2017 | M | 6,650 | A | Dec 9, 2016 | Dec 9, 2023 | Common Stock | 6,650 | 13,301 | D |
| Restricted Stock UnitsF5,F6,F2 | — | May 11, 2017 | M | 31,621 | D | — | — | Common Stock | 31,621 | 32,590 | D |
| Restricted Stock UnitsF5,F7,F2 | — | Jan 4, 2017 | A | 217 | A | — | — | Common Stock | 217 | 38,565 | D |
| Restricted Stock UnitsF5,F8,F2 | — | Jan 4, 2017 | A | 76 | A | — | — | Common Stock | 76 | 13,547 | D |
| Restricted Stock UmitsF5,F9,F2 | — | Jan 4, 2017 | A | 138 | A | — | — | Common Stock | 138 | 24,160 | D |
Explanation of responses
- F1The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 03/19/17.
- F2Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
- F3This option vested and became exercisable beginning on this date.
- F4This option is no longer exercisable beginning on this date.
- F5As reported in the Registration Statement on Form 10 filed by Issuer with the SEC, in connection with the spin-off of Everett SpinCo, Inc. on 04/01/17, equity-based awards granted by Issuer, prior to the spin-off were converted to adjust the award in a manner intended to preserve the aggregate intrinsic value of the original award as measured immediately before and immediately after the spin-off, subject to rounding. The adjusted equity award is otherwise subject to the same terms and conditions that applied to the original award immediately prior to the spin-off, unless otherwise noted. The reporting person's equity-based awards reflect that conversion adjustment.
- F6As previously reported, on 05/11/15, the reporting person was granted 40,059 restricted stock units ("RSUs"), 24,015 of which vested on 05/11/16, and 31,621 of which vested on 05/11/17, and 31,621 of which will vest on and 05/11/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The dividend equivalent rights being reported include 133.1377 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 229.6497 dividend equivalent rights at $17.90 per RSU credited to the reporting person's account on 04/05/17. The number of derivative securities in column 5 includes 971 vested dividend equivalent rights and a de minimus adjustment of 0.9480 due to fractional rounding of the dividend equivalent rights. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above.
- F7As previously reported, on 11/02/15 the reporting person was granted 43,133 RSUs, 14,377 of which vested on 11/02/16, and 18,931 of which will vest on each of 11/02/17 and 11/02/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The dividend equivalent rights being reported include 79.7075 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 137.4877 dividend equivalent rights at $17.90 per RSU credited to the reporting person's account on 04/05/17. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above.
- F8As previously reported, on 12/09/15 the reporting person was granted 15,152 RSUs, 5,050 of which vested on 12/09/16, and 6,650 of which will vest on each of 12/09/17 and 12/09/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The dividend equivalent rights being reported include 28.0013 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 48.2961 dividend equivalent rights at $17.90 per RSU credited to the reporting person's account on 04/05/17. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above.
- F9As previously reported, on 12/07/16 the reporting person was granted 18,233 RSUs, 8,002 of which vests on each of 12/07/17, and 6,650 of which will vest on each of 12/09/17, 12/09/18. Dividend equivalent rights accrue with respe6t to these RSUs when and as dividends are paid on Issuer's common stock. The dividend equivalent rights being reported include 50.5392,dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 87.1726 dividend equivalent rights at $17.90 per RSU credited to the reporting person's account on 04/05/17. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above.