X0306 4 2019-06-24 0001571996 Dell Technologies Inc DELL 0001514334 MSD Partners, L.P. 645 FIFTH AVENUE, 21ST FLOOR NEW YORK NY 10022 0 0 1 0 0001591519 MSDC Denali Investors, L.P. 645 FIFTH AVENUE, 21ST FLOOR NEW YORK NY 10022 0 0 1 0 0001591521 MSDC Denali EIV, LLC 645 FIFTH AVENUE, 21ST FLOOR NEW YORK NY 10022 0 0 1 0 Class C Common Stock 2019-06-24 4 C 0 33449504 0 A 33449504 D Class A Common Stock 0 2019-06-24 4 C 0 33449504 0 D Class C Common Stock 33449504 0 D This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSDC Denali Investors, L.P. ("MSDC Denali Investors") and MSDC Denali EIV, LLC ("MSDC Denali EIV"). The reported transaction represents the conversion of each of (a) 31,856,436 shares of Class A Common Stock held of record by MSDC Denali Investors and (b) 1,593,068 shares of Class A Common Stock held of record by MSDC Denali EIV into an equal number of shares of Class C Common Stock. Each share of Class C Common Stock bears the same dividend and liquidation rights as one share of Class A Common Stock. The reported transaction does not represent a sale by the reporting persons. [Continuation] MSD Partners is the investment manager of, and may be deemed to beneficially own securities owned by, MSDC Denali Investors and MSDC Denali EIV. MSD Partners (GP), LLC ("MSD GP") is the general partner of, and may be deemed to beneficially own securities owned by, MSD Partners. Each of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD GP and may be deemed to have or share voting and/or dispositive power over the securities beneficially owned by MSD GP. Each of Messrs. Fuhrman, Phelan and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Each share of Class A Common Stock is convertible into one share of Class C Common Stock at any time at the holder's election. MSD Partners, L.P. By: MSD Partners (GP), LLC, its General Partner By: /s/ Marc R. Lisker Name: Marc R. Lisker Title: Manager 2019-06-26 MSDC Denali Investors, L.P. By: MSDC Denali (GP), LLC, its General Partner By: /s/ Marc R. Lisker Name: Marc R. Lisker Title: Manager 2019-06-26 MSDC Denali EIV, LLC By: MSDC Denali (GP), LLC, its Managing Member By: /s/ Marc R. Lisker Name: Marc R. Lisker Title: Manager 2019-06-26