[144] Dell Technologies Inc. SEC Filing

Rhea-AI Filing Summary

Dell Technologies Inc. filed a Form 144 disclosing a proposed sale of 120,761 shares of Class C common stock through Merrill Lynch (San Francisco) with an approximate aggregate market value of $15,739,988.74, planned on 09/18/2025. The shares were recorded as acquired on 09/18/2025 upon conversion of Class B common stock that had been originally acquired in 2019, with payment described as conversion.

The filing lists total Class C shares outstanding as 336,904,619 and records many prior sales of Class C shares during June–September 2025 by multiple Silver Lake-related entities and one Durban Family Foundation entry, including multiple large blocks sold on specific dates. The filer attests there is no undisclosed material adverse information and the notice follows Rule 144 disclosure requirements.

Positive

• Clear Rule 144 compliance with required representations about material information
• Specific brokerage channel named (Merrill Lynch, San Francisco) for the proposed sale
• Acquisition origin documented: shares acquired upon conversion of Class B common stock

Negative

• Numerous prior sales by Silver Lake-related entities from June to September 2025, including large blocks, increasing disclosed insider-related supply
• Proposed sale represents additional insider liquidity following multiple disposals by affiliated parties

Insights

Securities Analyst

TL;DR: Insider conversion and planned sale of 120,761 Class C shares valued at $15.74M; multiple related-party disposals reported earlier in 2025.

The filing documents a compliant Rule 144 notice for a converted block of Class C shares and provides a detailed history of related-party dispositions across June–September 2025. The immediate liquidity event is modest relative to total shares outstanding (120,761 versus 336,904,619), but the record of many prior large disposals by Silver Lake-related entities is notable for market supply dynamics. Disclosure is clear on acquisition date and nature (conversion), and a registered broker is named for execution.

Corporate Governance Expert

TL;DR: Filing meets Rule 144 disclosure standards; conversion-based acquisition is documented and prior affiliated sales are fully listed.

The notice includes the required representations about the absence of undisclosed material adverse information and documents the conversion of Class B to Class C shares before the proposed sale. Listing numerous past sales by affiliated entities increases transparency about recent insider-related liquidity, which is important for governance and investor awareness. No governance violations or undisclosed terms are present in the submitted content.

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

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

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

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	120761	15739988.74	336904619	09/18/2025	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	09/18/2025	Acquired upon Conversion of Class B Common Stock of the Issuer, which Class B Common Stock was acquired in 2019.	Issuer			120761	09/18/2025	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

144: Remarks and Signature

Remarks

Date of Notice

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

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What securities does Dell (DELL) propose to sell under this Form 144?

The filer proposes to sell 120,761 shares of Class C common stock.

What is the aggregate market value of the proposed sale on Form 144?

The aggregate market value is listed as $15,739,988.74 for the 120,761 shares.

When were the shares to be sold acquired according to the filing?

The shares were recorded as acquired on 09/18/2025 upon conversion of Class B common stock originally acquired in 2019.

Who is the broker named to execute the sale?

The named broker is Merrill Lynch, Pierce, Fenner & Smith Inc., 555 California Street, San Francisco, CA.

Does the filing disclose prior related-party sales of Dell Class C shares?

Yes; the filing lists multiple prior sales by Silver Lake-related entities and one Durban Family Foundation between June and September 2025, with various block sizes and gross proceeds.