SEC FORM 4

SEC Form 4

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).

1. Name and Address of Reporting Person^*

Ricci Jeff T

(Last)

(First)

(Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

3000 HANOVER STREET

(Street)

PALO ALTO

94304

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Hewlett Packard Enterprise Co [ HPE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, Controller & PAO

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/01/2018		M		72,595	A	$8.62	72,595	D
Common Stock	06/01/2018		S		72,595⁽¹⁾	D	$15.403⁽²⁾	0	D
Common Stock	06/01/2018		M		17,000	A	$8.83	17,000	D
Common Stock	06/01/2018		S		17,000⁽¹⁾	D	$15.403⁽²⁾	0	D
Common Stock	06/01/2018		M		25,073	A	$15.53	25,073	D
Common Stock	06/01/2018		F		8,802	D	$15.53	16,271	D
Common Stock	06/01/2018		M		17,616	A	$15.53	33,887	D
Common Stock	06/01/2018		F		8,587	D	$15.53	25,300	D
Common Stock	06/05/2018		S		25,300⁽¹⁾	D	$15.5456⁽³⁾	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right to Buy)⁽⁶⁾	$8.62	06/01/2018		M			72,595	11/02/2016⁽⁴⁾	11/02/2023⁽⁵⁾	Common Stock	72,595	$0	0	D
Employee Stock Option (Right to Buy)⁽⁶⁾	$8.83	06/01/2018		M			17,000	12/09/2016⁽⁴⁾	12/09/2023⁽⁵⁾	Common Stock	17,000	$0	0	D
Restricted Stock Units	⁽⁷⁾	06/01/2018		M			25,073⁽⁸⁾	⁽⁸⁾	⁽⁸⁾	Common Stock	25,073	⁽⁸⁾	0	D
Restricted Stock Units	⁽⁷⁾	06/01/2018		M			17,616⁽⁹⁾	⁽⁹⁾	⁽⁹⁾	Common Stock	17,616	⁽⁹⁾	0	D
Restricted Stock Units	⁽⁷⁾	01/03/2018		A		193.297⁽¹⁰⁾		⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	193.297	⁽¹⁰⁾	20,946.297	D
Restricted Stock Units	⁽⁷⁾	01/03/2018		A		564.8658⁽¹¹⁾		⁽¹¹⁾	⁽¹¹⁾	Common Stock	564.8658	⁽¹¹⁾	60,339.8658	D

Explanation of Responses:

1. The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 03/01/18.

2. The price in Column 4 is a weighted average price. The prices actually paid ranged from $15.33 to $15.49. 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.

3. The price in Column 4 is a weighted average price. The prices actually paid ranged from $15.45 to $15.635. 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.

4. This option became exercisable beginning on this date.

5. This option is no longer exercisable beginning on this date.

6. This option reflects post spin-off conversion adjustments previously reported.

7. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

8. As previously reported, on 11/02/15 the reporting person was granted 43,133 Restricted Stock Units ("RSUs"), 14,377 of which vested on 11/02/16, 24,196 of which vested on 11/02/17, and 24,196 of which vested early on 06/01/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The amount reported in Column 5 includes 123.4490 dividends equivalent rights at $14.70 per RSU credited to the reporting person's account on 01/03/18, and 105.20 dividend equivalent rights at $17.25 per RSU credited to the reporting person's account on 04/04/18. The number of derivative securities in column 5 also includes 877 vested dividend equivalent rights and a de minimus adjustment of 0.3510 due to fractional rounding of the dividend equivalent rights. RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment previously reported.

9. As previously reported, on 12/09/15 the reporting person was granted 30,303 RSUs, 10,101 of which vested on 12/09/16, 16,997 of which vested on 12/09/17, and 17,000 of which vested early on 06/01/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The amount reported in Column 5 includes 86.7347 dividends equivalent rights at $14.70 per RSU credited to the reporting person's account on 01/03/18, and 73.9130 dividend equivalent rights at $17.25 per RSU credited to the reporting person's account on 04/04/18. The number of derivative securities in column 5 also includes 616 vested dividend equivalent rights and a de minimus adjustment of 0.3523 due to fractional rounding of the dividend equivalent rights. RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment previously reported.

10. As previously reported, on 12/07/16 the reporting person was granted 18,233 RSUs, 10,227 of which vested on 12/07/17, 10,227 of which will vest on 12/07/18, and 10,228 of which will vest on 12/07/19. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 193.2970 dividend equivalent rights being reported include 104.3622 at $14.70 per RSU credited to the reporting person's account on 01/03/18, and 88.9348 at $17.25 per RSU credited to the reporting person's account on 04/04/18. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment previously reported.

11. As previously reported, on 12/07/17 the reporting person was granted 59,775 RSUs, 19,925 of which will vest on each of 12/07/18, 12/07/19, and 12/07/20. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 564.8658 dividend equivalent rights being reported include 304.9745 at $14.70 per RSU credited to the reporting person's account on 01/03/18, and 259.8913 at $17.25 per RSU credited to the reporting person's account on 04/04/18.

Remarks:

	Derek Windham as Attorney-in-Fact for Jeff T. Ricci	06/05/2018
	** Signature of Reporting Person	Date
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