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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
 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*
MAY ALAN RICHARD
(Last) (First) (Middle)
C/O HEWLETT PACKARD ENTERPRISE COMPANY
11445 COMPAQ CENTER DRIVE WEST
(Street)
HOUSTON TX 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)
EVP, Chief People Officer
3. Date of Earliest Transaction (Month/Day/Year)
12/09/2021
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)
Code V Amount (A) or (D) Price
Common Stock 12/09/2021 A 50,771(1) A $15.38 247,088 D
Common Stock 12/09/2021 F 23,529 D $15.38 223,559 D
Common Stock 12/09/2021 A 40,871(2) A $15.38 264,430 D
Common Stock 12/09/2021 F 18,242 D $15.38 246,188 D
Common Stock 12/10/2021 M 28,598 A $15.21 274,786 D
Common Stock 12/10/2021 F 13,177 D $15.21 261,609 D
Common Stock 12/10/2021 M 3,133 A $15.21 264,742 D
Common Stock 12/10/2021 F 1,444 D $15.21 263,298 D
Common Stock 12/10/2021 M 31,566 A $15.21 294,864 D
Common Stock 12/10/2021 F 13,993 D $15.21 280,871 D
Common Stock 12/10/2021 M 2,493 A $15.21 283,364 D
Common Stock 12/10/2021 F 1,106 D $15.21 282,258 D
Common Stock 12/10/2021 M 45,035 A $15.21 327,293 D
Common Stock 12/10/2021 F 17,722 D $15.21 309,571 D
Common Stock 12/10/2021 M 1,532 A $15.21 311,103 D
Common Stock 12/10/2021 F 603 D $15.21 310,500 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (3) 12/10/2021 M 28,598(4) (4) (4) Common Stock 28,598 (4) 0 D
Restricted Stock Units (3) 12/10/2021 M 31,566(5) (5) (5) Common Stock 31,566 (5) 34,057 D
Restricted Stock Units (3) 12/10/2021 M 45,035(6) (6) (6) Common Stock 45,035 (6) 93,132 D
Restricted Stock Units (3) 12/09/2021 A 105,657(7) (7) (7) Common Stock 105,657 (7) 105,657 D
Explanation of Responses:
1. As previously reported, on 12/10/18 the reporting person was granted performance adjusted restricted stock units ("PARSUs") subject to Non-GAAP Net Income and relative total stockholder return conditions being met at the time of vesting. These PARSUs vest 50% after 2 and 3 years subject to performance and are issued in Issuer's common stock.
2. On 12/10/19 the reporting person was granted PARSUs subject to Non-GAAP Net Income and relative total stockholder return conditions being met at the time of vesting. These PARSUs vest 50% after 2 and 3 years subject to performance and are issued in Issuer's common stock.
3. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
4. As previously reported, on 12/10/18 the reporting person was granted 85,793 Restricted Stock Units ("RSUs"), 28,597 of which vested on 12/10/19, 28,598 of which vested on 12/10/20 and 28,598 of which vested on 12/10/21. 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 237.6565 dividend equivalent rights at $14.44 per RSU credited to the reporting person's account on 07/07/21, and 233.2944 dividend equivalent rights at $14.71 per RSU credited to the reporting person's account on 10/06/21. The number of derivative securities in column 5 also includes 3,133 vested RSU dividend equivalent rights and a de minimus adjustment of 0.1852 due to fractional rounding of the dividend.
5. As previously reported, on 12/10/19 the reporting person was granted 94,697 RSUs, 31,565 of which vested on 12/10/20, 31,566 of which vested on 12/10/21, and 31,566 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. The number of derivative securities in column 5 includes 524.6427 dividend equivalent rights at $14.44 per RSU credited to the reporting person's account on 07/07/21, and 515.01290 dividend equivalent rights at $14.71 per RSU credited to the reporting person's account on 10/06/21. The number of derivative securities in column 5 also includes 2,493 vested RSU dividend equivalent rights and a de minimus adjustment of 0.65390 due to fractional rounding of the dividend.
6. As previously reported, on 12/10/20 the reporting person was granted 135,107 RSUs, 45,035 of which vested on 12/10/21, and 45,036 of which will vest on each of 12/10/22 and 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 1,122.77290 dividend equivalent rights at $14.44 per RSU credited to the reporting person's account on 07/07/21, and 1,102.16450 dividend equivalent rights at $14.71 per RSU credited to the reporting person's account on 10/06/21. The number of derivative securities in column 5 also includes 1,532 vested RSU dividend equivalent rights and a de minimus adjustment of 0.80570 due to fractional rounding of the dividend.
7. On 12/09/21 the reporting person was granted 105,657 RSUs, 35,219 of which will vest on each of 12/09/22, 12/09/23 and 12/09/24. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock.
Derek Windham as Attorney-in-Fact for Alan R. May 12/13/2021
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.