DELL Form 144: Proposed Sale of 296,277 Class C Shares (~$39.1M)

Dell Technologies Inc. (DELL) Form 144 notifies the proposed sale of 296,277 shares of Class C common stock with an aggregate market value of $39,090,787.38, to be sold through Merrill Lynch on the NYSE about 09/22/2025.

Rhea-AI Filing Summary

Dell Technologies Inc. (DELL) Form 144 notifies the proposed sale of 296,277 shares of Class C common stock with an aggregate market value of $39,090,787.38, to be sold through Merrill Lynch on the NYSE about 09/22/2025. The shares were recorded as acquired on 09/22/2025 upon conversion of Class B common stock that was originally acquired in 2019, and payment is listed as conversion of Class B common stock. The filing also lists numerous related sales during the prior three months by Silver Lake–affiliated entities and one Durban Family Foundation sale, with individual transaction proceeds reported by date and entity. The filer represents no undisclosed material adverse information exists and certifies accuracy under penalty of law.

Positive

• Clear disclosure of the broker (Merrill Lynch), exchange (NYSE), and approximate sale date (09/22/2025).
• Origin of securities specified: acquired upon conversion of Class B common stock with original acquisition in 2019, clarifying cost/timing.
• Extensive prior-sales listing provides transparency on recent dispositions by Silver Lake-affiliated entities within the three-month window.

Negative

• Large aggregate sale size (296,277 shares, ~$39.1M) could add selling pressure if executed into the market.
• Concentrated prior sales by related parties in the last three months may indicate continued liquidity needs or reallocation by significant holders.

Insights

Securities Analyst

TL;DR This Form 144 discloses a sizeable proposed sale of nearly 300k Class C shares, continuing recent concentrated dispositions by Silver Lake-related holders.

The notice is a regulatory disclosure of an intended sale rather than operating performance. The reported aggregate value of about $39.1 million is material in absolute terms but should be assessed relative to total shares outstanding (reported here as 336,904,619) and recent block sales from Silver Lake entities shown in the past three months. The conversion origin of the shares (Class B to Class C) is explicitly stated and payment is by conversion, not a cash purchase, which clarifies cost basis timing. For investors this is a liquidity event by significant holders; the filing does not include forward-looking commentary or price impact analysis.

Corporate Governance Specialist

TL;DR The filing documents compliance with Rule 144 for an insider-related sale and reiterates the signers certification about material non-public information.

This Form 144 appropriately names the broker, sale date window, and the origin of the securities via conversion, which are key governance and compliance details. The extensive list of recent sales by affiliated entities provides transparency about prior dispositions within the three-month reporting window. The representation that no material adverse undisclosed information exists is standard and required. The document contains no governance changes, related-party compensation, or other corporate actions beyond share dispositions.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does Dell Technologies Form 144 filed here disclose?

The filing discloses a proposed sale of 296,277 Class C shares valued at $39,090,787.38, to be sold through Merrill Lynch on the NYSE with an approximate sale date of 09/22/2025.

How were the shares being sold acquired according to the Form 144?

The shares were reported as acquired on 09/22/2025 upon conversion of Class B common stock, where the Class B stock was originally acquired in 2019.

Does the filing show recent related-party sales in the past three months?

Yes. The filing lists numerous sales by Silver Lake-affiliated entities and one Durban Family Foundation across multiple dates in June, July, and September 2025, with individual proceeds reported.

Who is the broker handling the proposed sale in this Form 144?

The broker is listed as Merrill Lynch, Pierce, Fenner & Smith Inc, address 555 California Street, San Francisco, CA, and the exchange is the NYSE.

Does the filing state whether the seller knows any undisclosed material information?

Yes. By signing the notice the seller represents they do not know any material adverse information about the issuer that has not been publicly disclosed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 09/22/2025 - 07:58 PM EDT Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001767114
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Dell Technologies Inc.
SEC File Number	001-37867
Address of Issuer	One Dell Way Round Rock TEXAS 78682
Phone	800-289-3355
Name of Person for Whose Account the Securities are To Be Sold	SL SPV-2, L.P.
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	See remarks

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class C Common Stock	Merrill Lynch, Pierce, Fenner & Smith Inc 555 California Street 18th Floor San Francisco CA 94104	296277	39090787.38	336904619	09/22/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class C Common Stock	09/22/2025	Acquired upon Conversion of Class B Common Stock of the Issuer, which Class B Common Stock was acquired in 2019.	Issuer			296277	09/22/2025	Conversion of Class B Common Stock

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Silver Lake Group, L.L.C. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	06/24/2025	5803	698295.88
Silver Lake Management Company III, L.L.C. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	06/24/2025	918	110466.24
Silver Lake Management Company IV, L.L.C. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	06/24/2025	2034	244758.54
Silver Lake Management Company V, L.L.C. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	06/24/2025	1804	217081.81
Silver Lake Technology Management, L.L.C. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	06/24/2025	122	14680.70
Silver Lake Partners IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	06/26/2025	257022	32435175.81
Silver Lake Partners V DE (AIV), L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	06/26/2025	133653	16866488.29
SL SPV-2, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	06/26/2025	227169	28667843.43
Silver Lake Technology Investors IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	06/26/2025	4932	622399.20
Silver Lake Technology Investors V, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	06/26/2025	2224	280660.14
Silver Lake Partners IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/10/2025	248389	31612468.03
Silver Lake Partners V DE (AIV), L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/10/2025	127897	16277451.19
SL SPV-2, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/10/2025	216862	27600026.74
Silver Lake Technology Investors IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/10/2025	4722	600968.94
Silver Lake Technology Investors V, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/10/2025	2130	271085.10
Silver Lake Partners IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/15/2025	71640	9027475.11
Silver Lake Partners V DE (AIV), L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/15/2025	36912	4651342.28
SL SPV-2, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/15/2025	62574	7885053.43
Silver Lake Technology Investors IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/15/2025	1362	171627.88
Silver Lake Technology Investors V, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/15/2025	614	77371.16
Silver Lake Partners IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/16/2025	1616	202469.57
Silver Lake Partners V DE (AIV), L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/16/2025	832	104241.76
SL SPV-2, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/16/2025	1407	176283.84
Silver Lake Technology Investors IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/16/2025	31	3884.01
Silver Lake Technology Investors V, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/16/2025	14	1754.07
Silver Lake Group, L.L.C. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/17/2025	3262	402846.32
Silver Lake Management Company III, L.L.C. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/17/2025	509	62859.83
Silver Lake Management Company IV, L.L.C. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/17/2025	1170	144491.17
Silver Lake Management Company V, L.L.C. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/17/2025	1076	132882.48
Silver Lake Technology Management, L.L.C. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/17/2025	69	8521.27
Durban Family Foundation c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	07/17/2025	60000	7417644.00
Silver Lake Partners IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/15/2025	249260	31654726.16
Silver Lake Partners V DE (AIV), L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/15/2025	128377	16303212.63
SL SPV-2, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/15/2025	215487	27365730.46
Silver Lake Technology Investors IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/15/2025	4739	601828.40
Silver Lake Technology Investors V, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/15/2025	2137	271387.91
Silver Lake Partners IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/17/2025	234803	30622590.25
Silver Lake Partners V DE (AIV), L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/17/2025	120805	15755173.55
SL SPV-2, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/17/2025	202914	26463683.50
Silver Lake Technology Investors IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/17/2025	4465	582317.37
Silver Lake Technology Investors V, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/17/2025	2013	262531.88
Silver Lake Partners IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/18/2025	234855	31076221.68
Silver Lake Partners V DE (AIV), L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/18/2025	120761	15979202.51
SL SPV-2, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/18/2025	202905	26848569.37
Silver Lake Technology Investors IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/18/2025	4465	590812.76
Silver Lake Technology Investors V, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park, CA 94025	Class C Common Stock	09/18/2025	2014	266494.26
Silver Lake Partners IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park CA 94025	Class C Common Stock	09/19/2025	132258	17569232.87
Silver Lake Partners V DE (AIV), L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park CA 94025	Class C Common Stock	09/19/2025	68000	9033161.21
SL SPV-2, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park CA 94025	Class C Common Stock	09/19/2025	114263	15178766.16
Silver Lake Technology Investors IV, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park CA 94025	Class C Common Stock	09/19/2025	2516	334226.96
Silver Lake Technology Investors V, L.P. c/o Silver Lake 2775 Sand Hill Road Suite 100 Menlo Park CA 94025	Class C Common Stock	09/19/2025	1134	150641.25

144: Remarks and Signature

Remarks	The Seller and certain of its affiliates are, together, significant stockholders of the Issuer and an executive of an affiliate of the Seller currently serves as a member of the board of directors of the Issuer.
Date of Notice	09/22/2025
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	SL SPV-2, L.P. By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)