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Silver Lake entities (NYSE: DELL) shift Dell Class C stake via in-kind distributions

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

Rhea-AI Filing Summary

SLTA V (GP), L.L.C. and affiliated Silver Lake funds reported internal restructuring transactions involving Dell Technologies Inc. Class C Common Stock. On June 15, 2026, SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P. and certain affiliates initiated in-kind distributions of Dell Class C shares.

Form 4 data show "J"-code transactions labeled as other acquisitions or dispositions, with 212,106 shares involved in restructuring-type moves and no open-market buys or sells. Following these distributions, the reporting persons and related entities report updated direct and indirect holdings, including 1,374,245 Class C shares held directly and several smaller indirect positions through Silver Lake Group and affiliated vehicles.

Positive

  • None.

Negative

  • None.
Insider SLTA V (GP), L.L.C., Silver Lake Technology Associates V, L.P., Silver Lake Partners V DE (AIV), L.P.
Role null | null | null
Type Security Shares Price Value
Other Class C Common Stock 91,809 $0.00 --
Other Class C Common Stock 69,916 $0.00 --
Other Class C Common Stock 50,381 $0.00 --
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 C Common Stock — 0 shares (Indirect, Held through SL SPV-2, L.P.); Class C Common Stock — 1,374,245 shares (Direct, null)
Footnotes (1)
  1. SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P. and certain of their respective affiliates initiated in-kind distributions of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") on June 15, 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. These securities are directly held by SL SPV-2, L.P. The general partner of SL SPV-2, L.P. is SLTA SPV-2, L.P. ("SLTA SPV") and the general partner of SLTA SPV is SLTA SPV-2 (GP), L.L.C ("SLTA SPV GP"). These securities are directly held by Silver Lake Partners IV, L.P. The general partner of Silver Lake Partners IV, L.P. is Silver Lake Technology Associates IV, L.P. ("SLTA IV") and the general partner of ("SLTA IV"). is SLTA IV (GP), L.L.C ("SLTA IV GP"). These securities are directly held by Silver Lake Partners V DE (AIV), L.P. The general partner of Silver Lake Partners V DE (AIV), L.P. is Silver Lake Technology Associates V, L.P. ("SLTA V") and the general partner of SLTA V is SLTA V (GP), L.L.C ("SLTA V GP"). Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA SPV GP, SLTA IV GP and SLTA V GP. 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. Represents shares of Class C Common Stock held directly held by SLG. Shares held include shares of Class C Common Stock received in connection with the distributions described herein on June 15, 2026. 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 entities in which Mr. Egon Durban may be deemed to have an indirect pecuniary interest. Shares held include shares of Class C Common Stock received in connection with the distributions described herein on June 15, 2026. The receipt of such shares of Class C Common Stock 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 29,494, 11,109, 28,109, 81,500 and 126 shares held by SLTA SPV-2, L.P., SLTA IV, SLTA V, SLG and Silver Lake Secondary Holdings L.P., respectively, on behalf of such individuals, including shares distributed in the June 15, 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 directly by Mr. Egon Durban immediately following the receipt of shares in connection with the distributions of shares of Class C Common Stock on June 15, 2026. 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 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 15, 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.
Restructuring shares 212,106 shares "J"-code restructuring transactions on June 15, 2026
SLP V DE (AIV) J-code block 50,381 shares Other acquisition or disposition, Class C Common Stock
Silver Lake Partners IV J-code block 69,916 shares Other acquisition or disposition, Class C Common Stock
SL SPV-2 J-code block 91,809 shares Other acquisition or disposition, Class C Common Stock
Direct Class C holding 1,374,245 shares Total shares following holding entry on June 15, 2026
Indirect SLTA V-related holding 49,237 shares Indirect Class C Common Stock holding following transaction
Indirect SLTA V-related holding 150,338 shares Indirect Class C Common Stock holding following transaction
Indirect SLG-related holding 10,765 shares Held through Silver Lake Group, L.L.C.
in-kind distributions financial
"initiated in-kind distributions of Class C Common Stock, par value $0.01 per share"
Rule 16a-13 regulatory
"The receipt of shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act"
pecuniary interest financial
"held by entities in which Mr. Egon Durban may be deemed to have an indirect pecuniary interest"
Class C Common Stock financial
"Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc."
A class C common stock is a type of company share that usually represents ownership but often carries limited or no voting power compared with other share classes. For investors, that matters because it can affect influence over company decisions and sometimes the stock’s price or dividend priority — think of it as owning a ticket to the same event but in a section with less say in how the event is run.
other acquisition or disposition financial
"transaction code "J" with description "Other acquisition or disposition""
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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*
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)		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)
06/15/2026		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 Stock06/15/2026J(1)91,809D(1)0IHeld through SL SPV-2, L.P.(2)(5)
Class C Common Stock06/15/2026J(1)69,916D(1)0IHeld through Silver Lake Partners IV, L.P.(3)(5)
Class C Common Stock06/15/2026J(1)50,381D(1)0IHeld through Silver Lake Partners V DE (AIV), L.P.(4)(5)
Class C Common Stock10,765IHeld through Silver Lake Group, L.L.C.(5)(6)
Class C Common Stock5,914ISee footnote(7)
Class C Common Stock150,338ISee footnote(8)
Class C Common Stock1,374,245D(9)
Class C Common Stock49,237ISee footnote(10)
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
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 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*
Silver Lake Partners V DE (AIV), 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)
Explanation of Responses:
1. SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P. and certain of their respective affiliates initiated in-kind distributions of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") on June 15, 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. These securities are directly held by SL SPV-2, L.P. The general partner of SL SPV-2, L.P. is SLTA SPV-2, L.P. ("SLTA SPV") and the general partner of SLTA SPV is SLTA SPV-2 (GP), L.L.C ("SLTA SPV GP").
3. These securities are directly held by Silver Lake Partners IV, L.P. The general partner of Silver Lake Partners IV, L.P. is Silver Lake Technology Associates IV, L.P. ("SLTA IV") and the general partner of ("SLTA IV"). is SLTA IV (GP), L.L.C ("SLTA IV GP").
4. These securities are directly held by Silver Lake Partners V DE (AIV), L.P. The general partner of Silver Lake Partners V DE (AIV), L.P. is Silver Lake Technology Associates V, L.P. ("SLTA V") and the general partner of SLTA V is SLTA V (GP), L.L.C ("SLTA V GP").
5. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA SPV GP, SLTA IV GP and SLTA V GP. 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.
6. Represents shares of Class C Common Stock held directly held by SLG. Shares held include shares of Class C Common Stock received in connection with the distributions described herein on June 15, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
7. Represents shares of Class C Common Stock held by entities in which Mr. Egon Durban may be deemed to have an indirect pecuniary interest. Shares held include shares of Class C Common Stock received in connection with the distributions described herein on June 15, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
8. 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 29,494, 11,109, 28,109, 81,500 and 126 shares held by SLTA SPV-2, L.P., SLTA IV, SLTA V, SLG and Silver Lake Secondary Holdings L.P., respectively, on behalf of such individuals, including shares distributed in the June 15, 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.
9. Represents shares of Class C Common Stock held directly by Mr. Egon Durban immediately following the receipt of shares in connection with the distributions of shares of Class C Common Stock on June 15, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
10. 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 15, 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.
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. Because 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 a separate Form 4.
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.06/17/2026
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.06/17/2026
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., general partner of Silver Lake Partners V DE (AIV), LP06/17/2026
** 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

Were there any open-market buy or sell transactions in Dell (DELL) shares?

No open-market buy or sell transactions were reported. The Form 4 only shows "J"-code entries classified as other acquisitions or dispositions and several holding entries, reflecting internal in-kind distributions and updated ownership, not traditional market purchases or sales.

How many Dell (DELL) shares were involved in the restructuring transactions?

Restructuring-type transactions involved 212,106 shares of Dell Class C Common Stock. These consisted of three "J"-code entries of 50,381, 69,916 and 91,809 shares, each associated with different Silver Lake entities receiving or reallocating stock through in-kind distributions.

Which Silver Lake entities are shown holding Dell (DELL) Class C shares?

Entities include SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P. and Silver Lake Group, L.L.C. The filing also notes indirect holdings through entities where Egon Durban may have an indirect pecuniary interest following the June 15, 2026 distributions.

Why were the Dell (DELL) share receipts exempt from certain reporting rules?

The in-kind distributions and related share receipts were described as exempt under Rule 16a-13 of the Exchange Act. The footnotes state that the receipt of Dell Class C shares in these distributions qualified for this exemption from additional Section 16 reporting.

What is the role of Egon Durban in relation to these Dell (DELL) holdings?

Footnotes state Egon Durban is Co-CEO and Managing Member of Silver Lake Group, L.L.C. and a director of Dell. Certain shares are held by entities in which he may have an indirect pecuniary interest, including direct and trust holdings following the June 15, 2026 distributions.