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*
MacDonald Neil B
(Last) (First) (Middle)
C/O HEWLETT PACKARD ENTERPRISE COMPANY
1701 E MOSSY OAKS ROAD
(Street)
SPRING TX 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, GM of Compute
3. Date of Earliest Transaction (Month/Day/Year)
10/23/2022
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)
Code V Amount (A) or (D) Price
Common Stock 10/23/2022 M 13,885 A $13.47 16,615.424(1) D
Common Stock 10/23/2022 F 4,803 D $13.47 11,812.424 D
Common Stock 10/25/2022 S 2,452(2) D $13.6 9,360.424 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) 10/23/2022 M 13,885(4)(5) (4) (4) Common Stock 13,885 (4) 0 D
Restricted Stock Units (3) 01/07/2022 A 384.1097(6) (6) (6) Common Stock 384.1097 (6) 12,871.1097 D
Restricted Stock Units (3) 01/07/2022 A 1,369.1084(7) (7) (7) Common Stock 1,369.1084 (7) 44,024.1084 D
Restricted Stock Units (3) 01/07/2022 A 3,236.7232(8) (8) (8) Common Stock 3,236.7232 (8) 100,765.7232 D
Explanation of Responses:
1. The total beneficial ownership includes the acquisition of 7.6590 shares at $17.2141 per share received on 01/07/22 through dividends paid in shares, 8.2690 shares at $16.0544 per share received on 04/08/22 through dividends paid in shares, 10.0510 shares at $13.3076 per share received on 07/08/22 through dividends paid in shares, and 10.7460 shares at $12.5591 per share received on 10/07/22 through dividends paid in shares.
2. The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 03/11/22.
3. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
4. As previously reported, on 10/23/19, the reporting person was granted 37,453 Restricted Stock Units ("RSUs"), 12,484 of which vested on 10/23/20, 12,484 of which vested on 10/23/21, and 12,485 of which vested on 10/23/22. 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 87.4606 dividend equivalent rights at $17.13 per RSU credited to the reporting person's account on 01/07/22, 93.0559 dividend equivalent rights at $16.10 per RSU credited to the reporting person's account on 04/08/22, 113.5861 dividend equivalent rights at $13.19 per RSU credited to the reporting person's account on 07/08/22, and 120.2408 dividend equivalent rights at $12.46 per RSU credited to the reporting person's account on 10/07/22.
5. The number of derivative securities in column 5 also reflects 1,400 vested RSU dividend equivalent rights and a de minimus adjustment of 0.6566 due to fractional rounding of the dividend.
6. As previously reported, on 12/10/19, the reporting person was granted 34,722 RSUs, 11,574 of which vested on 12/10/20, 11,574 of which vested on 12/10/21, and 11,574 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 81.0788 dividend equivalent rights at $17.13 per RSU credited to the reporting person's account on 01/07/22, 86.2658 dividend equivalent rights at $16.10 per RSU credited to the reporting person's account on 04/08/22, 105.2980 dividend equivalent rights at $13.19 per RSU credited to the reporting person's account on 07/08/22, and 111.4671 dividend equivalent rights at $12.46 per RSU credited to the reporting person's account on 10/07/22.
7. As previously reported, on 12/10/20 the reporting person was granted 61,881 RSUs, 20,627 of which vested on 12/10/21, and 20,627 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 288.99470 dividend equivalent rights at $17.13 per RSU credited to the reporting person's account on 01/07/22, 307.48320 dividend equivalent rights at $16.10 per RSU credited to the reporting person's account on 04/08/22, 375.32070 dividend equivalent rights at $13.19 per RSU credited to the reporting person's account on 07/08/22, and 397.30980 dividend equivalent rights at $12.46 per RSU credited to the reporting person's account on 10/07/22.
8. As previously reported, on 12/09/21 the reporting person was granted 97,529 RSUs, 32,509 of which will vest on 12/09/22, and 32,510 of which will vest on each of 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 683.21540 dividend equivalent rights at $17.13 per RSU credited to the reporting person's account on 01/07/22, 726.92420 dividend equivalent rights at $16.10 per RSU credited to the reporting person's account on 04/08/22, 887.29950 dividend equivalent rights at $13.19 per RSU credited to the reporting person's account on 07/08/22, and 939.28410 dividend equivalent rights at $12.46 per RSU credited to the reporting person's account on 10/07/22.
Ki Hoon Kim as Attorney-in-Fact for Neil B MacDonald 10/25/2022
** 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).
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