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  4. [Form 4] Dell Technologies Inc. Insider Trading Activity

Silver Lake funds adjust Dell (DELL) holdings with small sales and major convertible stake

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Silver Lake–affiliated entities reported small Dell share sales alongside a larger share conversion. On June 1, 2026, Silver Lake Technology Investors V, L.P. and related funds sold a total of 611 shares of Dell Class C Common Stock in a series of open-market transactions.

The reported sales were executed at weighted average prices within price ranges from approximately $431.98 to $452.57 per share, while 1,981 shares of Class C Common Stock were acquired through the exercise or conversion of Class B Common Stock. Footnotes explain that a broader in-kind distribution of Class C shares and related Class B-to-Class C conversions occurred that day under Rule 16a-13 of the Exchange Act.

After these transactions, Silver Lake entities continue to hold a substantial indirect position, including Class B Common Stock convertible into 46,909,209 shares of Class C Common Stock. The filing attributes the holdings primarily to Silver Lake investment vehicles, with Dell director Egon Durban having indirect interests through those entities.

Positive

  • None.

Negative

  • None.
Insider Silver Lake Technology Investors V, L.P., Silver Lake Technology Associates V, L.P., SLTA V (GP), L.L.C., Silver Lake Group, L.L.C., Durban Egon
Role null | null | null | null | null
Sold 611 shs ($272K)
Type Security Shares Price Value
Exercise Class B Common Stock 1,981 $0.00 --
Exercise Class C Common Stock 1,981 $0.00 --
Sale Class C Common Stock 61 $431.98 $26K
Sale Class C Common Stock 7 $433.62 $3K
Sale Class C Common Stock 3 $434.12 $1K
Sale Class C Common Stock 6 $436.39 $3K
Sale Class C Common Stock 23 $437.08 $10K
Sale Class C Common Stock 5 $438.21 $2K
Sale Class C Common Stock 8 $439.53 $4K
Sale Class C Common Stock 21 $440.20 $9K
Sale Class C Common Stock 5 $441.50 $2K
Sale Class C Common Stock 11 $442.93 $5K
Sale Class C Common Stock 16 $444.12 $7K
Sale Class C Common Stock 34 $445.07 $15K
Sale Class C Common Stock 36 $446.11 $16K
Sale Class C Common Stock 36 $447.02 $16K
Sale Class C Common Stock 37 $448.10 $17K
Sale Class C Common Stock 62 $449.06 $28K
Sale Class C Common Stock 85 $450.08 $38K
Sale Class C Common Stock 63 $451.02 $28K
Sale Class C Common Stock 92 $452.12 $42K
holding Class B Common Stock -- -- --
holding Class C Common Stock -- -- --
holding Class C Common Stock -- -- --
holding Class C Common Stock -- -- --
holding Class C Common Stock -- -- --
holding Class C Common Stock -- -- --
holding Class C Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 123,011 shares (Indirect, Held through Silver Lake Technology Investors V, L.P.); Class C Common Stock — 1,981 shares (Indirect, Held through Silver Lake Technology Investors V, L.P.); Class C Common Stock — 1,313,489 shares (Direct, null)
Footnotes (1)
  1. Silver Lake Technology Investors V, L.P., SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors IV, L.P. and certain of their respective affiliates sold certain shares of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") on June 1, 2026 and initiated in-kind distributions of shares of Class C Common Stock on June 1, 2026. The receipt of shares of Class C Common Stock by each of the Reporting Persons in connection with such distributions was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Each share of Class B Common Stock, par value $0.01 per share of the Issuer (the "Class B Common Stock") is convertible into one share of Class C Common Stock at any time, at the election of the holder or automatically upon certain transfers, and has no expiration date. On June 1, 2026, certain of the Reporting Persons converted shares of Class B Common Stock into an equal number of shares of Class C Common Stock in connection with the sales and distributions described in footnote (1) above. These securities are directly held by Silver Lake Technology Investors V, L.P. The general partner of Silver Lake Technology Investors V, L.P. is Silver Lake Technology Associates V, L.P. and the general partner of Silver Lake Technology Associates V, L.P. is SLTA V (GP), L.L.C. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA V (GP), L.L.C. Egon Durban, who serves as a director of the Issuer, also serves as a Co-CEO and Managing Member of SLG. Each of the Reporting Persons may be deemed a director by deputization of the Issuer. Reflects shares of Class C Common Stock held by SLG. Shares held include shares of Class C Common Stock received in connection with the distributions described herein on June 1, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. These shares of Class C Common Stock are held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest including shares received in connection with the distributions of shares of Class C Common Stock on June 1, 2026. The receipt of such shares of Class C Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. In connection with the distributions described in footnote (1) above, distributions of certain shares were initiated to certain employees and managing members of SLG or its affiliates, including Mr. Durban. This amount reflects 24,563, 14,785 and 90,357 shares held by SLTA SPV-2, L.P., Silver Lake Technology Associates V, L.P. and SLG, respectively, on behalf of such individuals, including shares distributed in the June 1, 2026 distributions. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Represents shares of Class C Common Stock held by Mr. Durban including shares received in connection with the distributions of shares of Class C Common Stock on June 1, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Mr. Durban has filed a separate Form 4 reporting transactions in securities of the Issuer on June 1, 2026. Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members, including shares received in connection with the distributions of shares of Class C Common Stock on June 1, 2026. The receipt of such shares of Class C Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $431.9800 to $432.9100 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $433.0300 to $433.9600 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $434.0500 to $434.2800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $435.6637 to $436.6303 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $436.7516 to $437.7500 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $437.8147 to $438.7646 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $438.9900 to $439.9800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $439.9900 to $440.9800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $441.0134 to $441.8800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $442.4500 to $443.2400 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $443.5700 to $444.5636 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $444.5743 to $445.5697 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $445.5729 to $446.5472 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $446.5700 to $447.5676 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $447.5700 to $448.5681 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $448.5708 to $449.5571 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $449.5750 to $450.5674 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $450.5700 to $451.5619 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $451.5714 to $452.5695 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Following the transactions described in footnote (1), SL SPV-2, L.P. directly holds 0 shares of Class C Common Stock, Silver Lake Partners IV, L.P. directly holds 0 shares of Class C Common Stock, Silver Lake Partners V DE (AIV), L.P. directly holds 46,592 shares of Class C Common Stock and Silver Lake Technology Investors IV, L.P. directly holds 0 shares of Class C Common Stock, which securities and related transactions are reported on separate Form 4 filings. Following the transactions described in footnote (1), SL SPV-2, L.P. directly holds 18,060,589 shares of Class B Common Stock, Silver Lake Partners V DE (AIV), L.P. directly holds 10,035,734 shares of Class B Common Stock, Silver Lake Partners IV, L.P. directly holds 18,540,100 shares of Class B Common Stock and Silver Lake Technology Investors IV, L.P. directly holds 272,786 shares of Class B Common Stock, which securities and related transactions are reported on separate Form 4 filings.
Shares sold 611 shares Total Dell Class C shares sold on June 1, 2026
Shares exercised/converted 1,981 shares Class B into Class C on June 1, 2026
Highest reported price range $450.57–$452.57/share Weighted-average sale price range from footnotes
Lowest reported price range $431.98–$432.91/share Weighted-average sale price range from footnotes
Convertible Class B position 46,909,209 shares Class C shares underlying Class B, indirect
Sale transactions count 19 sales Number of open-market sale entries in summary
Exercise transactions count 1 exercise Derivative exercise/conversion entry in summary
Rule 16a-13 regulatory
"The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act."
in-kind distributions financial
"sold certain shares of Class C Common Stock ... and initiated in-kind distributions of shares of Class C Common Stock on June 1, 2026."
Class B Common Stock financial
"Each share of Class B Common Stock, par value $0.01 per share of the Issuer ... is convertible into one share of Class C Common Stock at any time."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
weighted average price financial
"The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from..."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
derivative security financial
"transaction_action": "derivative exercise/conversion", "transaction_code_description": "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Silver Lake Technology Investors V, L.P.
(Last)(First)(Middle)
C/O SILVER LAKE
2775 SAND HILL ROAD, SUITE 100
(Street)
MENLO PARK CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Dell Technologies Inc. [ DELL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class C Common Stock06/01/2026M(1)(2)1,981A(1)(2)1,981IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S61D$431.98(10)1,920IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S7D$433.62(11)1,913IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S3D$434.12(12)1,911IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S6D$436.39(13)1,905IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S23D$437.08(14)1,882IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S5D$438.21(15)1,877IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S8D$439.53(16)1,869IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S21D$440.2(17)1,848IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S5D$441.5(18)1,844IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S11D$442.93(19)1,832IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S16D$444.12(20)1,816IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S34D$445.07(21)1,782IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S36D$446.11(22)1,746IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S36D$447.02(23)1,711IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S37D$448.1(24)1,673IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S62D$449.06(25)1,611IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S85D$450.08(26)1,526IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S63D$451.02(27)1,463IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock06/01/2026S92D$452.12(28)1,371IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class C Common Stock4,891IHeld through Silver Lake Group, L.L.C.(4)(5)
Class C Common Stock4,277ISee footnote(6)
Class C Common Stock129,705ISee footnote(7)
Class C Common Stock1,313,489D(8)
Class C Common Stock46,753ISee footnote(9)
Class C Common Stock46,592ISee footnote(29)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock(2)06/01/2026M(1)(2)1,981 (2) (2)Class C Common Stock1,981$0123,011IHeld through Silver Lake Technology Investors V, L.P.(3)(4)
Class B Common Stock(2) (2) (2)Class C Common Stock46,909,20946,909,209ISee footnote(30)
1. Name and Address of Reporting Person*
Silver Lake Technology Investors V, L.P.
(Last)(First)(Middle)
C/O SILVER LAKE
2775 SAND HILL ROAD, SUITE 100
(Street)
MENLO PARK CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Silver Lake Technology Associates V, L.P.
(Last)(First)(Middle)
C/O SILVER LAKE
2775 SAND HILL ROAD, SUITE 100
(Street)
MENLO PARK CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
SLTA V (GP), L.L.C.
(Last)(First)(Middle)
C/O SILVER LAKE
2775 SAND HILL ROAD, SUITE 100
(Street)
MENLO PARK CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Silver Lake Group, L.L.C.
(Last)(First)(Middle)
C/O SILVER LAKE
2775 SAND HILL ROAD, SUITE 100
(Street)
MENLO PARK CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Durban Egon
(Last)(First)(Middle)
C/O SILVER LAKE
2775 SAND HILL ROAD, SUITE 100
(Street)
MENLO PARK CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Silver Lake Technology Investors V, L.P., SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors IV, L.P. and certain of their respective affiliates sold certain shares of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") on June 1, 2026 and initiated in-kind distributions of shares of Class C Common Stock on June 1, 2026. The receipt of shares of Class C Common Stock by each of the Reporting Persons in connection with such distributions was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
2. Each share of Class B Common Stock, par value $0.01 per share of the Issuer (the "Class B Common Stock") is convertible into one share of Class C Common Stock at any time, at the election of the holder or automatically upon certain transfers, and has no expiration date. On June 1, 2026, certain of the Reporting Persons converted shares of Class B Common Stock into an equal number of shares of Class C Common Stock in connection with the sales and distributions described in footnote (1) above.
3. These securities are directly held by Silver Lake Technology Investors V, L.P. The general partner of Silver Lake Technology Investors V, L.P. is Silver Lake Technology Associates V, L.P. and the general partner of Silver Lake Technology Associates V, L.P. is SLTA V (GP), L.L.C.
4. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA V (GP), L.L.C. Egon Durban, who serves as a director of the Issuer, also serves as a Co-CEO and Managing Member of SLG. Each of the Reporting Persons may be deemed a director by deputization of the Issuer.
5. Reflects shares of Class C Common Stock held by SLG. Shares held include shares of Class C Common Stock received in connection with the distributions described herein on June 1, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
6. These shares of Class C Common Stock are held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest including shares received in connection with the distributions of shares of Class C Common Stock on June 1, 2026. The receipt of such shares of Class C Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
7. In connection with the distributions described in footnote (1) above, distributions of certain shares were initiated to certain employees and managing members of SLG or its affiliates, including Mr. Durban. This amount reflects 24,563, 14,785 and 90,357 shares held by SLTA SPV-2, L.P., Silver Lake Technology Associates V, L.P. and SLG, respectively, on behalf of such individuals, including shares distributed in the June 1, 2026 distributions. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
8. Represents shares of Class C Common Stock held by Mr. Durban including shares received in connection with the distributions of shares of Class C Common Stock on June 1, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Mr. Durban has filed a separate Form 4 reporting transactions in securities of the Issuer on June 1, 2026.
9. Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members, including shares received in connection with the distributions of shares of Class C Common Stock on June 1, 2026. The receipt of such shares of Class C Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $431.9800 to $432.9100 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $433.0300 to $433.9600 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $434.0500 to $434.2800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $435.6637 to $436.6303 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $436.7516 to $437.7500 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $437.8147 to $438.7646 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
16. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $438.9900 to $439.9800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
17. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $439.9900 to $440.9800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $441.0134 to $441.8800 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $442.4500 to $443.2400 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
20. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $443.5700 to $444.5636 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
21. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $444.5743 to $445.5697 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
22. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $445.5729 to $446.5472 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
23. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $446.5700 to $447.5676 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
24. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $447.5700 to $448.5681 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
25. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $448.5708 to $449.5571 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
26. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $449.5750 to $450.5674 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
27. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $450.5700 to $451.5619 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
28. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $451.5714 to $452.5695 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
29. Following the transactions described in footnote (1), SL SPV-2, L.P. directly holds 0 shares of Class C Common Stock, Silver Lake Partners IV, L.P. directly holds 0 shares of Class C Common Stock, Silver Lake Partners V DE (AIV), L.P. directly holds 46,592 shares of Class C Common Stock and Silver Lake Technology Investors IV, L.P. directly holds 0 shares of Class C Common Stock, which securities and related transactions are reported on separate Form 4 filings.
30. Following the transactions described in footnote (1), SL SPV-2, L.P. directly holds 18,060,589 shares of Class B Common Stock, Silver Lake Partners V DE (AIV), L.P. directly holds 10,035,734 shares of Class B Common Stock, Silver Lake Partners IV, L.P. directly holds 18,540,100 shares of Class B Common Stock and Silver Lake Technology Investors IV, L.P. directly holds 272,786 shares of Class B Common Stock, which securities and related transactions are reported on separate Form 4 filings.
Remarks:
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any. Due to certain reporting restrictions including that no more than 30 transactions can be listed on each Table of the Form 4 filing and no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed separate Forms 4 reporting additional transactions.
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., gen. partner of Silver Lake Technology Associates V, L.P., gen. partner of Silver Lake Technology Investors V, L.P.06/03/2026
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., general partner of Silver Lake Technology Associates V, L.P.06/03/2026
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C.06/03/2026
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C.06/03/2026
By: /s/ Justin G. Hamill, Attorney-in-fact for Egon Durban06/03/2026
** Signature of Reporting PersonDate
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).
** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

How many Dell (DELL) shares did Silver Lake sell on June 1, 2026?

Silver Lake–affiliated entities sold 611 shares of Dell Class C Common Stock on June 1, 2026. The Form 4 groups multiple small open-market sales that together total this amount while the entities retained a much larger overall Dell equity position.

At what prices did Silver Lake’s June 1, 2026 Dell (DELL) share sales occur?

The Dell share sales occurred at weighted average prices within ranges from about $431.98 to $452.57 per share. Footnotes explain each reported price is an average of numerous trades executed within the specified price bands that day.

Did Silver Lake acquire Dell (DELL) shares through conversion on June 1, 2026?

Yes. Silver Lake Technology Investors V, L.P. exercised or converted 1,981 shares related to Class B Common Stock into the same number of Dell Class C shares. This conversion was tied to broader sales and in-kind distributions described in the Form 4 footnotes.

What Dell (DELL) derivative position does Silver Lake still hold after these transactions?

After the reported activity, Silver Lake entities indirectly hold Class B Common Stock convertible into 46,909,209 shares of Dell Class C Common Stock. This sizeable convertible stake, shown in the derivative holdings summary, highlights their continuing, significant exposure to Dell equity.

Were Silver Lake’s Dell (DELL) share receipts on June 1, 2026 reportable insider transactions?

The Form 4 states that certain in-kind distributions of Dell Class C shares to Silver Lake entities and to individuals were exempt from reporting under Rule 16a-13. As a result, only specific sales and related conversions are detailed as reportable transactions.

What role does Egon Durban have in the Dell (DELL) holdings reported for Silver Lake?

Egon Durban is identified as a director of Dell and a Co-CEO and Managing Member of Silver Lake Group, L.L.C. The filing notes he may be deemed to have indirect pecuniary interests through certain Silver Lake entities, while a separate Form 4 covers his personal holdings.