0000899243-24-000087.txt : 20240117 0000899243-24-000087.hdr.sgml : 20240117 20240117200421 ACCESSION NUMBER: 0000899243-24-000087 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240112 FILED AS OF DATE: 20240117 DATE AS OF CHANGE: 20240117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SLTA V (GP), L.L.C. CENTRAL INDEX KEY: 0001737652 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37867 FILM NUMBER: 24539836 BUSINESS ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-233-8120 MAIL ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Silver Lake Technology Investors V, L.P. CENTRAL INDEX KEY: 0001735863 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37867 FILM NUMBER: 24539837 BUSINESS ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650)233-8120 MAIL ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Silver Lake Partners V DE (AIV), L.P. CENTRAL INDEX KEY: 0001737659 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37867 FILM NUMBER: 24539834 BUSINESS ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-233-8120 MAIL ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Silver Lake Technology Associates V, L.P. CENTRAL INDEX KEY: 0001737657 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37867 FILM NUMBER: 24539835 BUSINESS ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-233-8120 MAIL ADDRESS: STREET 1: C/O SILVER LAKE STREET 2: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Dell Technologies Inc. CENTRAL INDEX KEY: 0001571996 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571] ORGANIZATION NAME: 06 Technology IRS NUMBER: 800890963 STATE OF INCORPORATION: DE FISCAL YEAR END: 0202 BUSINESS ADDRESS: STREET 1: ONE DELL WAY CITY: ROUND ROCK STATE: TX ZIP: 78682 BUSINESS PHONE: 800-289-3355 MAIL ADDRESS: STREET 1: ONE DELL WAY CITY: ROUND ROCK STATE: TX ZIP: 78682 FORMER COMPANY: FORMER CONFORMED NAME: Dell Technologies Inc DATE OF NAME CHANGE: 20160825 FORMER COMPANY: FORMER CONFORMED NAME: Denali Holding Inc. DATE OF NAME CHANGE: 20130313 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2024-01-12 0 0001571996 Dell Technologies Inc. DELL 0001737652 SLTA V (GP), L.L.C. C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 1 0 1 0 0001737657 Silver Lake Technology Associates V, L.P. C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 1 0 1 0 0001737659 Silver Lake Partners V DE (AIV), L.P. C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 1 0 1 0 0001735863 Silver Lake Technology Investors V, L.P. C/O SILVER LAKE 2775 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 1 0 1 0 0 Class C Common Stock 2024-01-12 4 M 0 123481 A 123481 I Held through SL SPV-2, L.P. Class C Common Stock 2024-01-12 4 M 0 126759 A 126759 I Held through Silver Lake Partners IV, L.P. Class C Common Stock 2024-01-12 4 M 0 68615 A 68615 I Held through Silver Lake Partners V DE (AIV), L.P. Class C Common Stock 2024-01-12 4 M 0 1865 A 1865 I Held through Silver Lake Technology Investors IV, L.P. Class C Common Stock 2024-01-12 4 M 0 841 A 841 I Held through Silver Lake Technology Investors V, L.P. Class C Common Stock 2024-01-12 4 S 0 85582 79.4282 D 37899 I Held through SL SPV-2, L.P. Class C Common Stock 2024-01-12 4 S 0 98899 79.4282 D 27860 I Held through Silver Lake Partners IV, L.P. Class C Common Stock 2024-01-12 4 S 0 51925 79.4282 D 16690 I Held through Silver Lake Partners V DE (AIV), L.P. Class C Common Stock 2024-01-12 4 S 0 1865 79.4282 D 0 I Held through Silver Lake Technology Investors IV, L.P. Class C Common Stock 2024-01-12 4 S 0 841 79.4282 D 0 I Held through Silver Lake Technology Investors V, L.P. Class C Common Stock 2024-01-16 4 M 0 1633351 A 1671250 I Held through SL SPV-2, L.P. Class C Common Stock 2024-01-16 4 M 0 1676718 A 1704578 I Held through Silver Lake Partners IV, L.P. Class C Common Stock 2024-01-16 4 M 0 907605 A 924295 I Held through Silver Lake Partners V DE (AIV), L.P. Class C Common Stock 2024-01-16 4 M 0 24670 A 24670 I Held through Silver Lake Technology Investors IV, L.P. Class C Common Stock 2024-01-16 4 M 0 11125 A 11125 I Held through Silver Lake Technology Investors V, L.P. Class C Common Stock 2024-01-16 4 S 0 1133520 78.8141 D 537730 I Held through SL SPV-2, L.P. Class C Common Stock 2024-01-16 4 S 0 1323446 78.8141 D 381132 I Held through Silver Lake Partners IV, L.P. Class C Common Stock 2024-01-16 4 S 0 687211 78.8141 D 237084 I Held through Silver Lake Partners V DE (AIV), L.P. Class C Common Stock 2024-01-16 4 S 0 24670 78.8141 D 0 I Held through Silver Lake Technology Investors IV, L.P. Class C Common Stock 2024-01-16 4 S 0 11125 78.8141 D 0 I Held through Silver Lake Technology Investors V, L.P. Class C Common Stock 2024-01-17 4 J 0 537730 D 0 I Held through SL SPV-2, L.P. Class C Common Stock 2024-01-17 4 J 0 381132 D 0 I Held through Silver Lake Partners IV, L.P. Class C Common Stock 2024-01-17 4 J 0 237084 D 0 I Held through Silver Lake Partners V DE (AIV), L.P. Class C Common Stock 25798 I Held through SLTA SPV-2, L.P. Class C Common Stock 15262 I Held through Silver Lake Technology Associates V, L.P. Class C Common Stock 104598 I Held through Silver Lake Group, L.L.C. Class C Common Stock 981 I See footnote Class C Common Stock 293812 D Class C Common Stock 8079 I See footnote Class B Common Stock 2024-01-12 4 M 0 123481 0.00 D Class C Common Stock 123481 34680267 I Held through SL SPV-2, L.P. Class B Common Stock 2024-01-12 4 M 0 126759 0.00 D Class C Common Stock 126759 35601038 I Held through Silver Lake Partners IV, L.P. Class B Common Stock 2024-01-12 4 M 0 68615 0.00 D Class C Common Stock 68615 19270794 I Held through Silver Lake Partners V DE (AIV), L.P. Class B Common Stock 2024-01-12 4 M 0 1865 0.00 D Class C Common Stock 1865 523810 I Held through Silver Lake Technology Investors IV, L.P. Class B Common Stock 2024-01-12 4 M 0 841 0.00 D Class C Common Stock 841 236209 I Held through Silver Lake Technology Investors V, L.P. Class B Common Stock 2024-01-16 4 M 0 1633351 0.00 D Class C Common Stock 1633351 33046916 I Held through SL SPV-2, L.P. Class B Common Stock 2024-01-16 4 M 0 1676718 0.00 D Class C Common Stock 1676718 33924320 I Held through Silver Lake Partners IV, L.P. Class B Common Stock 2024-01-16 4 M 0 907605 0.00 D Class C Common Stock 907605 18363189 I Held through Silver Lake Partners V DE (AIV), L.P. Class B Common Stock 2024-01-16 4 M 0 24670 0.00 D Class C Common Stock 24670 499140 I Held through Silver Lake Technology Investors IV, L.P. Class B Common Stock 2024-01-16 4 M 0 11125 0.00 D Class C Common Stock 11125 225084 I Held through Silver Lake Technology Investors V, L.P. SL SPV-2, L.P. ("SPV-2"), Silver Lake Partners IV, L.P. ("SLP IV") and Silver Lake Partners V DE (AIV), L.P. ("SLP V") and certain of their respective affiliates sold certain shares on January 12, 2024 and January 16, 2024 and initiated in-kind distributions on January 17, 2024 of shares of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") to their respective partners and members. The receipt of shares of Class C Common Stock by each of the Reporting Persons was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Each share of Class B Common Stock, par value $0.01 per share of the Issuer (the "Class B Common Stock") is convertible into one share of Class C Common Stock at any time, at the election of the holder or automatically upon certain transfers, and has no expiration date. On January 12, 2024 and January 16, 2024, certain of the Reporting Persons converted shares of Class B Common Stock into an equal number of shares of Class C Common Stock in connection with the distributions and sales described in footnote (1) above. These securities are directly held by SPV-2. The general partner of SPV-2 is SLTA SPV-2, L.P. ("SLTA SPV") and the general partner of SLTA SPV is SLTA SPV-2 (GP), L.L.C. ("SLTA SPV GP"). These securities are directly held by SLP IV. The general partner of SLP IV is Silver Lake Technology Associates IV, L.P. ("SLTA IV") and the general partner of SLTA IV is SLTA IV (GP), L.L.C. ("SLTA IV GP"). These securities are directly held by SLP V. The general partner of SLP V is Silver Lake Technology Associates V, L.P. ("SLTA V") and the general partner of SLTA V is SLTA V (GP), L.L.C. ("SLTA V GP"). These securities are directly held by Silver Lake Technology Investors IV, L.P. The general partner of Silver Lake Technology Investors IV, L.P. is SLTA IV and the general partner of SLTA IV is SLTA IV GP. These securities are directly held by Silver Lake Technology Investors V, L.P. The general partner of Silver Lake Technology Investors V, L.P. is SLTA V and the general partner of SLTA V is SLTA V GP. These shares of Class C Common Stock are held by SLTA SPV, including shares received in connection with the pro rata distribution made by SPV-2 described above. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. These shares of Class C Common Stock are held by SLTA V, including shares received in connection with the pro rata distribution made by SLP V described above. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. These shares of Class C Common Stock were received by Silver Lake Group, L.L.C. ("SLG") in connection with the pro rata distributions made by SPV-2, SLP IV and SLP V and their respective affiliates described above. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. These shares of Common Stock are held by entities in which Mr. Egon Durban may be deemed to have an indirect pecuniary interest, including shares received in connection with the pro rata distributions made by SPV-2, SLP IV and SLP V and their respective affiliates described above. The receipt of such shares of Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. SLG is the managing member of SLTA SPV GP, SLTA IV GP and SLTA V GP. Egon Durban, who serves as a director of the Issuer, also serves as a Co-CEO and Managing Member of SLG. Each of the reporting persons may be deemed a director by deputization of the Issuer. Represents shares of Class C Common Stock held by Mr. Egon Durban immediately following the receipt of shares in connection with the distributions of shares of Class C Common Stock reported above. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members, including shares received in connection with the distributions of shares of Class C Common Stock reported above. The receipt of such shares of Class C Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.19 to $79.77, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.51 to $79.29, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any. Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 4. By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C. 2024-01-17 By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., general partner of Silver Lake Technology Associates V, L.P. 2024-01-17 By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., general partner of Silver Lake Technology Associates V, L.P., general partner of Silver Lake Partners V DE (AIV), LP 2024-01-17 By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., gen. partner of Silver Lake Technology Associates V, L.P., gen. partner of Silver Lake Technology Investors V, L.P. 2024-01-17