[Form 4] Dell Technologies Inc. Insider Trading Activity

Rhea-AI Filing Summary

Dell Technologies Inc. (DELL) Form 4 summary: On 09/25/2025 affiliated Silver Lake entities completed in-kind distributions and multiple dispositions of Dell Class C common stock. Certain funds and entities (SL SPV-2, Silver Lake Partners IV, Silver Lake Partners V and Silver Lake Group) received pro rata distributions of Class C shares that were exempt from reporting under Rule 16a-13. On the same date Reporting Persons sold a total of 1,114,709 shares of Class C Common Stock at a weighted average price of $130.62 per share (sales ranged $130.45–$130.79). The filing shows various indirect holdings retained through affiliated vehicles and trusts; some holdings following the transactions are reported as 0 for the direct holdings disclosed.

Positive

• None.

Negative

• Reported sale of 1,114,709 Class C shares by Reporting Persons at a weighted average price of $130.62, a material disposal disclosed on 09/25/2025
• Certain direct reported holdings reduced to 0 following the transactions for the lines showing disposals, indicating decreases in direct ownership positions

Insights

Financial Analyst

TL;DR: Significant insider dispositions by Silver Lake affiliates; distributions to affiliates were exempt and ownership is held indirectly.

The filing documents in-kind distributions of Dell Class C shares to multiple Silver Lake funds and affiliates on 09/25/2025 that were exempt under Rule 16a-13, accompanied by sales totaling 1,114,709 shares at a weighted average price of $130.62. These transactions reduce the directly reported holdings shown on the form while leaving substantial indirect positions held through investment vehicles and trusts. For investors, the key observable is the sizeable disclosed sale volume and the retained indirect ownership through affiliated structures.

Corporate Governance Expert

TL;DR: Director and 10% owner Egon Durbans affiliated entities redistributed shares and recorded material disposals; reporting is consistent with Rule 16a-13 exemptions.

The Form 4 shows that Silver Lake-managed entities executed pro rata in-kind distributions and reported sales on behalf of or involving persons related to Egon Durban, a company director and managing member of Silver Lake Group. The filing discloses indirect beneficial ownership through multiple partnership and trust structures and uses the Rule 16a-13 exemption for in-kind distributions. The disclosure includes footnotes detailing allocation among affiliates and trusts, which is important for tracing effective control and pecuniary interest.

SEC Form 4

FORM 4

UNITED 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).

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 CA 94025

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Class C Common Stock	09/25/2025		J(1)		135,692	D	(1)	0	I	Held through SL SPV-2, L.P.(2)(6)
Class C Common Stock	09/25/2025		J(1)		100,400	D	(1)	0	I	Held through Silver Lake Partners IV, L.P.(3)(6)
Class C Common Stock	09/25/2025		J(1)		63,813	D	(1)	0	I	Held through Silver Lake Partners V DE (AIV), L.P.(4)(6)
Class C Common Stock	09/25/2025		S		6,701	D	$130.62(11)	0	I	Held through Silver Lake Group, L.L.C.(5)(6)
Class C Common Stock	09/25/2025		S		5,780	D	$130.62(11)	0	I	See footnote(7)
Class C Common Stock								185,746	I	See footnote(8)
Class C Common Stock								1,114,709	D(9)
Class C Common Stock								44,864	I	See 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount 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 CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% 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 CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% 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 CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. SL SPV-2, L.P. ("SPV-2"), Silver Lake Partners IV, L.P. ("SLP IV") and Silver Lake Partners V DE (AIV), L.P. ("SLP V") and certain of their respective affiliates initiated in-kind distributions of shares of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") on September 25, 2025. 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 SPV-2. The general partner of SPV-2 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 SLP IV. The general partner of SLP IV 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 SLP V. The general partner of SLP V 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. Reflects shares held by Silver Lake Group, L.L.C. ("SLG"). Shares held includes additional shares of Class C Common Stock received in connection with the pro rata distributions described herein on September 25, 2025. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.

6. 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.

7. These shares of 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 September 25, 2025. 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.

8. In connection with the distributions described in footnote (1) above, pro rata distributions of certain shares were initiated to certain employees and managing members of SLG or its affiliates, including Egon Durban. This amount reflects 51,171, 29,404, 55 and 105,116 shares held by SLTA SPV, SLTA V, SLTA IV and SLG, respectively, on behalf of such individuals, including shares distributed in the September 25, 2025 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 by Mr. Durban immediately following the receipt of shares in connection with the distributions of shares of Class C Common Stock on September 25, 2025. 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 September 25, 2025. 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.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $130.45 to $130.79 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.

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.	09/29/2025
	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.	09/29/2025
	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), LP	09/29/2025
	** 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 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.

FAQ

What transactions are reported on the DELL Form 4 filed by Silver Lake affiliates?

The Form 4 reports in-kind distributions of Class C Common Stock to Silver Lake entities and related sales, including a total reported sale of 1,114,709 shares on 09/25/2025 at a weighted average price of $130.62.

Were the distributions of Dell Class C shares reported on Form 4 subject to Rule 16a-13 exemptions?

Yes. The receipt of shares by the Reporting Persons in connection with the in-kind distributions on 09/25/2025 was stated to be exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.

Who is the reporting director related to these transactions for DELL?

The filing indicates Egon Durban is a director of the issuer and serves as Co-CEO and Managing Member of Silver Lake Group, L.L.C., which is the managing member of the reporting entities.

How were the sold shares priced according to the filing?

The sale price reported is a weighted average of transactions in a range of $130.45 to $130.79 per share, resulting in a weighted average of $130.62.

Do the reporting persons retain indirect ownership after these transactions?

Yes. The Form 4 discloses indirect holdings held through partnership vehicles and a trust, and certain indirect beneficial ownership amounts are reported in the footnotes.