SEC Form 4 · accession 0001179706-18-000008
Hewlett Packard Enterprise Co · HPE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Margaret C Whitman
Director
Period of report
Feb 2, 2018
Accepted (ET)
Feb 6, 2018 · 7:14 pm EST
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 | Feb 2, 2018 | M | 299,628 | $16.65 | A | 1,705,823 | D | |
| Common Stock | Feb 2, 2018 | F | 141,434 | $16.65 | D | 1,564,389 | D | |
| Common Stock | Feb 2, 2018 | M | 126,690 | $16.65 | A | 1,691,079 | D | |
| Common Stock | Feb 2, 2018 | F | 62,814 | $16.65 | D | 1,628,265 | D | |
| Common StockF1 | Feb 2, 2018 | A | 444,593 | $16.65 | A | 2,072,858 | D | |
| Common StockF2,F3 | Feb 6, 2018 | S | 242,165 | $15.2707 | D | 1,830,693 | D | |
| Common StockF4 | holding | — | — | — | 66 | I | By Living Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF6,F5 | — | Feb 2, 2018 | M | 299,628 | D | — | — | Common Stock | 299,628 | 0 | D |
| Restricted Stock UnitsF7,F5 | — | Feb 2, 2018 | M | 126,690 | D | — | — | Common Stock | 126,690 | 0 | D |
| Restricted Stock UnitsF8,F5 | — | Feb 2, 2018 | A | 1,508 | A | — | — | Common Stock | 1,508 | 301,311 | D |
| Restricted Stock UnitsF9,F5 | — | Feb 2, 2018 | A | 2,067 | A | — | — | Common Stock | 2,067 | 2,067 | D |
Explanation of responses
- F1On 12/07/16 the reporting person was granted performance adjusted restricted stock ("PARS") subject to certain return on invested capital performance conditions and/or relative total stockholder return conditions being met at the time of vesting. These PARS vest 50% after 2 and 3 years subjects to performance, and are issued in Issuer's common stock.
- F2The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 12/01/16 to sell these shares to satisfy taxes associated with the accelerated PARs vesting on 02/02/18 in connection with reporting person's retirement.
- F3The price in Column 4 is a weighted average price. The prices actually paid ranged from $15.00 to $15.55. 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 purchased at each price within the range.
- F4There is no reportable change since the last filing. This is a reiteration of holdings only.
- F5Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
- F6As previously reported, on 11/02/15 the reporting person was granted 517,598 Restricted Stock Units ("RSUs"), 172,532 of which vested on 11/02/16, 290,350 of which was to vest on 11/02/17, and 290,352 of which was to vest on 11/02/18. Unvested RSUs in this footnote reflect post spin-off conversion adjustments previously reported. Also included is 1,481.3878 dividend equivalent rights at $14.70 per RSU credited to the reporting person's account on 01/03/18. On 02/02/18, 290,352 unvested RSUs in this footnote were accelerated in connection with the reporting person's retirement. 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 includes 9,276 vested dividend equivalent rights and a de minimus adjustment of 0.6122 due to fractional rounding of the dividend equivalent rights.
- F7As previously reported, on 12/09/15 the reporting person was granted 218,855 RSUs, 72,951 of which vested on 12/09/16, 122,768 of which vested on 12/09/17, and 122,768 of which was to vest on 12/09/18. Unvested RSUs in this footnote reflect post spin-off conversion adjustments previously reported. Also included is 626.3673 dividend equivalent rights at $14.70 per RSU credited to the reporting person's account on 01/03/18. On 02/02/18, 122,768 unvested RSUs in this footnote were accelerated in connection with the reporting person's retirement. 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 includes 3,922 vested dividend equivalent rights and a de minimus adjustment of 0.6327 due to fractional rounding of the dividend equivalent rights.
- F8As previously reported, on 12/07/16 the reporting person was granted 263,371 RSUs, 147,739 of which vested on 12/07/17, 147,739 of which will vest on 12/07/18, and 147,741 of which will vest on 12/07/19. Also included is 1,507.5510 dividend equivalent rights at $14.70 per RSU credited to the reporting person's account on 01/03/18. Unvested RSUs in this footnote reflect post spin-off conversion adjustments previously reported.
- F9On 02/02/18 the reporting person was granted 2,067 RSUs, all of which will cliff vest on the earlier of 04/21/18 or the date of Issuer's 2018 Annual Stockholders Meeting. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock.