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

11445 COMPAQ CENTER DRIVE WEST

(Street)

HOUSTON

77070

(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)
12/07/2020

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	12/07/2020		M		21,904	A	$12.08	21,904	D
Common Stock	12/07/2020		F		7,576	D	$12.08	14,328	D
Common Stock	12/09/2020		S		14,328⁽¹⁾	D	$12.04	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)
Restricted Stock Units	⁽²⁾	12/07/2020		M			21,904⁽³⁾	⁽³⁾	⁽³⁾	Common Stock	21,904	⁽³⁾	0	D
Restricted Stock Units	⁽²⁾	01/02/2020		A		1,234.5679⁽⁴⁾		⁽⁴⁾	⁽⁴⁾	Common Stock	1,234.5679	⁽⁴⁾	29,528.5679	D
Restricted Stock Units	⁽²⁾	01/02/2020		A		1,703.3655⁽⁵⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	1,703.3655	⁽⁵⁾	39,582.3655	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 03/13/20.

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

3. As previously reported, on 12/07/17 the reporting person was granted 59,775 Restricted Stock Units ("RSUs"), 19,925 of which vested on 12/07/18, 19,925 of which vested on 12/07/19 and 19,925 of which vested on 12/07/20. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 147.8664 dividend equivalent rights at $16.17 per RSU credited to the reporting person's account on 01/02/20; 249.5825 dividend equivalent rights at $9.58 per RSU credited to the reporting person's account on 04/01/20; 253.8217 dividend equivalent rights at $9.42 per RSU credited to the reporting person's account on 07/01/20; and 244.7288 dividend equivalent rights at $9.77 per RSU credited to the reporting person's account on 10/07/20. The number of derivative securities in column 5 also includes 1,979 vested dividend equivalent rights and a de minimus adjustment of 0.0006 due to fractional rounding of the dividend equivalent rights.

4. As previously reported, on 12/10/18 the reporting person was granted 41,181 RSUs, 13,727 of which vested on 12/10/19, and 13,727 of which will vest on each of 12/10/20 and 12/10/21. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 203.7403 dividend equivalent rights at $16.17 per RSU credited to the reporting person's account on 01/02/20; 343.8914 dividend equivalent rights at $9.58 per RSU credited to the reporting person's account on 04/01/20; 349.7325 dividend equivalent rights at $9.42 per RSU credited to the reporting person's account on 07/01/20; and 337.2037 dividend equivalent rights at $9.77 per RSU credited to the reporting person's account on 10/07/20.

5. As previously reported, on 12/10/19 the reporting person was granted 37,879 RSUs, 12,626 of which will vest on each of 12/10/20 and 12/10/21, and 12,627 of which will vest on 12/10/22. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 281.1058 dividend equivalent rights at $16.17 per RSU credited to the reporting person's account on 01/02/20; 474.4760 dividend equivalent rights at $9.58 per RSU credited to the reporting person's account on 04/01/20; 482.5350 dividend equivalent rights at $9.42 per RSU credited to the reporting person's account on 07/01/20; and 465.2487 dividend equivalent rights at $9.77 per RSU credited to the reporting person's account on 10/07/20.

Remarks:

	Derek Windham as Attorney-in-Fact for Jeff T. Ricci	12/09/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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