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^*

SCHULTZ JOHN F

(Last)

(First)

(Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

1701 E. MOSSY OAKS ROAD

(Street)

HOUSTON

77389

(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)
	EVP, COLO

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2023

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	06/12/2023		S		226,078	D	$16.0062⁽²⁾	224,491.1341⁽¹⁾	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	⁽³⁾	01/13/2023		A		846.93⁽⁴⁾		⁽⁴⁾	⁽⁴⁾	Common Stock	846.93	⁽⁴⁾	61,842.9256	D
Restricted Stock Units	⁽³⁾	01/13/2023		A		1,547.87⁽⁵⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	1,547.87	⁽⁵⁾	109,466.8673	D
Restricted Stock Units	⁽³⁾	01/13/2023		A		309.58⁽⁶⁾		⁽⁶⁾	⁽⁶⁾	Common Stock	309.58	⁽⁶⁾	21,579.5794	D
Restricted Stock Units	⁽³⁾	01/13/2023		A		2,960.17⁽⁷⁾		⁽⁷⁾	⁽⁷⁾	Common Stock	2,960.17	⁽⁷⁾	202,469.1667	D

Explanation of Responses:

1. The total beneficial ownership includes 588.0650 shares at $13.6040 per share acquired under the Issuer's 2015 Employee Stock Purchase Plan ("ESPP") on 04/28/23 with respect to shares held under the ESPP. The total beneficial ownership also includes the acquisition of 4.7810 shares at $16.2639 per share received on 01/18/23 through dividends paid in shares, and 4.8950 shares at $15.9990 per share received on 04/18/23 through dividends paid in shares.

2. The price in Column 4 is a weighted average price. The prices actually paid ranged from $16.00 to $16.045. 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. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

4. As previously reported, on 12/10/20 the reporting person was granted 178,424 restricted stock units ("RSUs"), 59,474 of which vested on 12/10/21, 57,081 of which vested on 12/10/22, and 57,081 of which will vest on 12/10/23. 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 416.3964 dividend equivalent rights at $16.45 per RSU credited to the reporting person's account on 01/13/23, and 430.5292 dividend equivalent rights at $15.91 per RSU credited to the reporting person's account on 04/14/23.

5. As previously reported, on 12/09/21 the reporting person was granted 162,549 RSUs, 54,183 of which vested on 12/09/22, 52,161 of which will vest on 12/09/23, and 52,162 of which will vest on 12/09/24. 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 761.0188 dividend equivalent rights at $16.45 per RSU credited to the reporting person's account on 01/13/23, and 786.8485 dividend equivalent rights at $15.91 per RSU credited to the reporting person's account on 04/14/23.

6. As previously reported, on 06/21/22, the reporting person was granted 32,510 RSUs, 10,836 of which vested on 12/09/22, 10,432 of which will vest on 12/09/23, and 10,433 of which will vest on 12/09/24. 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 152.2067 dividend equivalent rights at $16.45 per RSU credited to the reporting person's account on 01/13/23, and 157.3727 dividend equivalent rights at $15.91 per RSU credited to the reporting person's account on 04/14/23.

7. As previously reported, on 12/08/22, the reporting person was granted 199,509 RSUs, 66,503 of which will vest on each of 12/08/23, 12/08/24 and 12/08/25. 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 1,455.3848 dividend equivalent rights at $16.45 per RSU credited to the reporting person's account on 01/13/23, and 1,504.7819 dividend equivalent rights at $15.91 per RSU credited to the reporting person's account on 04/14/23.

Remarks:

The reported transaction occurred pursuant to a trading plan adopted on 03/07/23.

	Ki Hoon Kim as Attorney-in-Fact for John F. Schultz	06/14/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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