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^*

Rothman Irv

(Last)

(First)

(Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

1701 E MOSSY OAKS ROAD

(Street)

SPRING

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)
	Pres & CEO Financial Services

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2022

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	09/09/2022		S		70,115⁽¹⁾	D	$13.3326⁽²⁾	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	⁽³⁾	01/07/2022		A		260.5817⁽⁴⁾		⁽⁴⁾	⁽⁴⁾	Common stock	260.5817	⁽⁴⁾	12,217.5817	D
Restricted Stock Units	⁽³⁾	01/07/2022		A		743.0417⁽⁵⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	743.0417	⁽⁵⁾	33,407.0417	D
Restricted Stock Units	⁽³⁾	01/07/2022		A		1,340.1748⁽⁶⁾		⁽⁶⁾	⁽⁶⁾	Common Stock	1,340.1748	⁽⁶⁾	58,232.1748	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 09/06/22.

2. The price in Column 4 is a weighted average price. The prices actually paid ranged from $13.30 to $13.39. 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 12/10/19 the reporting person was granted 34,722 Restricted Stock Units ("RSUs"), 11,574 of which vested on 12/10/20, 11,061 of which vested on 12/10/21, and 11,062 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 77.4921 dividend equivalent rights at $17.13 per RSU credited to the reporting person's account on 01/07/22, 82.4497 dividend equivalent rights at $16.10 per RSU credited to the reporting person's account on 04/08/22, and 100.6399 dividend equivalent rights at $13.19 per RSU credited to the reporting person's account on 07/08/22.

5. As previously reported, on 12/10/20 the reporting person was granted 49,505 RSUs, 16,501 of which vested on 12/10/21, 15,771 of which will vest on 12/10/22 and 15,772 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 220.9667 dividend equivalent rights at $17.13 per RSU credited to the reporting person's account on 01/07/22, 235.1031 dividend equivalent rights at $16.10 per RSU credited to the reporting person's account on 04/08/22, and 286.9719 dividend equivalent rights at $13.19 per RSU credited to the reporting person's account on 07/08/22.

6. As previously reported, on 12/09/21 the reporting person was granted 56,892 RSUs, 18,964 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. The number of derivative securities in column 5 includes 398.5429 dividend equivalent rights at $17.13 per RSU credited to the reporting person's account on 01/07/22, 424.0398 dividend equivalent rights at $16.10 per RSU credited to the reporting person's account on 04/08/22, and 517.5921 dividend equivalent rights at $13.19 per RSU credited to the reporting person's account on 07/08/22.

	Ki Hoon Kim as Attorney-in-Fact for Irv Rothman	09/13/2022
	** 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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