[Form 3] Dell Technologies Inc. Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

David Alan Kennedy, identified as Chief Financial Officer and a director of Dell Technologies Inc. (DELL), reported beneficial ownership of 157,282 shares of Class C common stock. That total comprises 144,498 vested shares and 12,784 unvested restricted stock units (RSUs). The unvested RSUs break down as: 4,443 RSUs granted March 15, 2023 vesting in full March 15, 2026; 3,115 RSUs granted March 15, 2024 vesting in two equal installments on the second and third anniversaries of that grant; and 5,226 RSUs granted March 15, 2025 vesting in three equal annual installments. The filing is an initial Form 3 reporting his ownership and the nature of indirect/direct holdings.

Insights

Financial Analyst

TL;DR: Routine insider disclosure: CFO holds a mix of vested shares and time‑based RSUs with multi-year vesting schedules; not a material corporate event.

The Form 3 documents the CFO's current equity stake and specific vesting timelines for unvested RSUs. This is standard Section 16 reporting for executive officers and provides transparency on potential future equity dilution and incentive alignment. The sizes and vesting schedules allow investors to see when additional shares may become deliverable to management, but the filing itself contains no operational or financial performance data.

Corporate Governance Expert

TL;DR: Governance disclosure confirms executive compensation structure includes time‑based RSUs, aligning long‑term incentives with multi‑year vesting.

The disclosure shows time‑based equity awards granted over multiple years, which is consistent with common governance practices to retain senior management and align incentives. The breakdown of vesting events by grant date clarifies when the CFO will realize additional equity, supporting oversight of insider holdings and potential voting power shifts. No governance issues or unusual arrangements are reported in this Form 3.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Kennedy David Alan

(Last) (First) (Middle)

ONE DELL WAY

(Street)

ROUND ROCK TX 78682

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/09/2025

3. Issuer Name and Ticker or Trading Symbol
Dell Technologies Inc. [ DELL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class C Common Stock	157,282(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Amount consists of (a) 144,498 shares of Class C common stock and (b) 12,784 unvested restricted stock units ("RSUs") as follows: (i) 4,443 unvested RSUs of an award granted on March 15, 2023, which vests in full on March 15, 2026, (ii) 3,115 unvested RSUs of an award granted on March 15, 2024, which vests in two equal installments on the second and third anniversaries of such grant date, and (iii) 5,226 unvested RSUs of an award granted on March 15, 2025, which vests in three equal installments on the first, second and third anniversaries of such grant date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ James Williamson, Attorney-in-Fact	09/19/2025
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Dell CFO David Alan Kennedy report on his Form 3?

He reported beneficial ownership of 157,282 Class C shares, consisting of 144,498 vested shares and 12,784 unvested RSUs.

How are the 12,784 unvested RSUs for David Kennedy scheduled to vest?

They consist of: 4,443 RSUs (grant 3/15/2023 vesting in full 3/15/2026), 3,115 RSUs (grant 3/15/2024 vesting in two equal installments on the 2nd and 3rd anniversaries), and 5,226 RSUs (grant 3/15/2025 vesting in three equal annual installments).

What role does the reporting person hold at Dell Technologies (DELL)?

The Form 3 identifies David Alan Kennedy as a Director and the company's Chief Financial Officer.

Does the Form 3 report any derivative securities or option holdings for the CFO?

No. Table II for derivative securities shows no entries; the filing only reports non‑derivative Class C common stock and RSUs.

Is this Form 3 an initial filing or an amendment?

This document is an initial Form 3, the required initial statement of beneficial ownership under Section 16 reporting.