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[144] Dell Technologies Inc. SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
144

Rhea-AI Filing Summary

Dell Technologies Inc. filed a Form 144 reporting a proposed sale of 403 shares of Class C Common Stock through Merrill Lynch, Pierce, Fenner & Smith Inc. at an aggregate market value of $60,321.04, with an approximate sale date of 10/02/2025 on the NYSE. The filing shows those 403 shares were acquired on 10/02/2025 in pro rata in-kind distributions following conversion of Class B shares originally acquired in 2019 or earlier, with the shares received from SLTA SPV-2, L.P. (269 shares) and Silver Lake Technology Associates V, L.P. (134 shares). The document also lists multiple related sales by Silver Lake-affiliated entities between 07/10/2025 and 10/01/2025, including large disposals such as 343,038 and 296,277 share transactions. The filer certifies no undisclosed material adverse information is known at signing.

Positive

  • 403 shares to be sold represent a de minimis amount relative to 338,646,945 outstanding shares
  • Filing identifies Merrill Lynch as broker and provides clear transaction provenance (in-kind distributions and conversion history)
  • Seller's certification states no undisclosed material adverse information, fulfilling disclosure expectations

Negative

  • Multiple large prior disposals by Silver Lake-affiliated entities (e.g., 343,038 and 296,277 shares) could indicate substantial affiliate selling activity during 2025
  • Acquisition via conversion from Class B shares (acquired in 2019 or earlier) may require careful review of holding-period compliance for Rule 144

Insights

Form 144 notifies a planned open-market sale of 403 Class C shares on 10/02/2025.

The filing documents the technical requirements under Rule 144 by identifying the broker (Merrill Lynch), the number of shares (403), the aggregate market value ($60,321.04), and the intended sale date (10/02/2025). It also discloses that the shares were acquired via pro rata in-kind distributions after conversion from Class B shares previously acquired in 2019 or earlier, which is relevant to Rule 144 holding-period and provenance considerations.

The extensive list of prior sales by Silver Lake-related entities between 07/10/2025 and 10/01/2025 provides context on recent disposition activity by affiliates; these historical sales are factual and should be considered when reviewing aggregate reporting obligations under Rule 144.

Filing signals modest immediate share disposal (403 shares) while affiliates conducted larger sales earlier in 2025.

The notice confirms the small size of the pending sale (403 shares, $60,321.04) relative to the issuer's outstanding shares (338,646,945), showing the transaction is immaterial to total float. The filing’s statement that the seller knows of no undisclosed material adverse information is a standard certification for Rule 144 notices.

144: Filer Information

144: Issuer Information

144: Securities Information



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


* 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

144: Remarks and Signature

FAQ

What does Dell's (DELL) Form 144 report?

The Form 144 reports a proposed sale of 403 shares of Class C Common Stock with aggregate market value $60,321.04, to be sold on 10/02/2025 via Merrill Lynch.

Who are the sellers named in the Form 144?

The shares to be sold were acquired from SLTA SPV-2, L.P. (269 shares) and Silver Lake Technology Associates V, L.P. (134 shares); the filing also lists many prior sales by Silver Lake-affiliated entities.

How many Dell shares are outstanding according to the filing?

The filing lists 338,646,945 shares outstanding for the Class C Common Stock.

When were the shares to be sold acquired?

The 403 shares were recorded as acquired on 10/02/2025 in pro rata in-kind distributions following conversion of Class B shares originally acquired in 2019 or earlier.

Does the filer report any undisclosed material information?

By signing, the person for whose account the securities are to be sold represents they do not know any material adverse information that has not been publicly disclosed.
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