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[Form 4] Dell Technologies Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Silver Lake affiliates disclosed coordinated transactions in Dell Technologies Inc. (DELL) on September 22, 2025. Multiple Silver Lake entities converted shares of Class B common stock into an equal number of Class C shares and sold numerous Class C shares across several tranches at weighted-average prices reported in ranges from $134.21 to $137.99 per share. The filing identifies SL SPV-2, Silver Lake Partners IV and V, related investment vehicles and Silver Lake Group, L.L.C. as reporting persons and notes Egon Durban serves as a director of Dell and as Co-CEO and Managing Member of Silver Lake Group. The disclosure lists specific share amounts converted and sold by each entity and clarifies certain shares are held indirectly and some are for the benefit of individuals or family trusts.

Positive

  • Timely and detailed disclosure of conversion and sale activity by multiple Silver Lake entities on September 22, 2025
  • Clear explanation of the ownership chain and Mr. Egon Durban's roles, helping users assess indirect holdings and governance links
  • Price ranges provided ($134.21 to $137.99) with weighted-average prices and an undertaking to supply transaction-level breakdowns on request

Negative

  • Substantial insider sales by a major controlling group on a single date, representing material disposals of Class C shares
  • No single aggregated total sold is provided in the filing, requiring users to sum per-line amounts to determine overall scale

Insights

TL;DR: Large, disclosed insider sales from a major holder via conversions and market transactions on one day.

The Form 4 documents material share activity by Silver Lake-affiliated entities on a single date, including conversions of Class B into Class C shares and multiple sales at weighted average prices within noted ranges. For investors, this represents monetization by a controlling investor group; the filing provides price ranges and per-entity quantities but does not aggregate a single grand total. The disclosure is transparent about indirect ownership structures and the role of Egon Durban, which helps assess governance and ownership dynamics.

TL;DR: Clear reporting of related-party sales and conversions, with explicit provenance of indirect holdings.

The filing properly attributes sales to specific Silver Lake vehicles and explains the chain of ownership and delegation, including Mr. Durban's positions. It documents conversions of voting-class shares to saleable Class C shares and subsequent disposals, and includes undertakings to provide transaction-level pricing on request. This level of detail aids evaluation of potential governance implications from a controlling shareholder's liquidity actions.

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 IV (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)
09/22/2025
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 09/22/2025 M(1)(2) 431,969 A (1)(2) 431,969 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 09/22/2025 M(1)(2) 443,438 A (1)(2) 443,438 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class C Common Stock 09/22/2025 M(1)(2) 240,032 A (1)(2) 240,032 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class C Common Stock 09/22/2025 M(1)(2) 6,524 A (1)(2) 6,524 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class C Common Stock 09/22/2025 M(1)(2) 2,942 A (1)(2) 2,942 I Held through Silver Lake Technology Investors V, L.P.(7)(9)
Class C Common Stock 09/22/2025 S 25,052 D $134.88(14) 406,917 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 09/22/2025 S 29,006 D $134.88(14) 414,432 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class C Common Stock 09/22/2025 S 14,900 D $134.88(14) 225,132 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class C Common Stock 09/22/2025 S 552 D $134.88(14) 5,972 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class C Common Stock 09/22/2025 S 249 D $134.88(14) 2,693 I Held through Silver Lake Technology Investors V, L.P.(7)(9)
Class C Common Stock 09/22/2025 S 193,080 D $135.69(15) 213,837 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 09/22/2025 S 223,553 D $135.69(15) 190,879 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class C Common Stock 09/22/2025 S 114,839 D $135.69(15) 110,292 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class C Common Stock 09/22/2025 S 4,252 D $135.69(15) 1,721 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class C Common Stock 09/22/2025 S 1,917 D $135.69(15) 776 I Held through Silver Lake Technology Investors V, L.P.(7)(9)
Class C Common Stock 09/22/2025 S 40,092 D $136.54(16) 173,745 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 09/22/2025 S 46,419 D $136.54(16) 144,459 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class C Common Stock 09/22/2025 S 23,846 D $136.54(16) 86,446 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class C Common Stock 09/22/2025 S 883 D $136.54(16) 838 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class C Common Stock 09/22/2025 S 398 D $136.54(16) 378 I Held through Silver Lake Technology Investors V, L.P.(7)(9)
Class C Common Stock 09/22/2025 S 38,053 D $137.57(17) 135,692 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 09/22/2025 S 44,059 D $137.57(17) 100,400 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class C Common Stock 09/22/2025 S 22,633 D $137.57(17) 63,813 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class C Common Stock 09/22/2025 S 838 D $137.57(17) 0 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class C Common Stock 09/22/2025 S 378 D $137.57(17) 0 I Held through Silver Lake Technology Investors V, L.P.(7)(9)
Class C Common Stock 4,777 I Held through Silver Lake Group, L.L.C.(8)(9)
Class C Common Stock 151,663 I See footnote(10)
Class C Common Stock 1,086,628 D(11)
Class C Common Stock 44,010 I See footnote(12)
Class C Common Stock 4,114 I See footnote(13)
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
Class B Common Stock (2) 09/22/2025 M(1)(2) 431,969 (2) (2) Class C Common Stock 431,969 $0 21,039,958 I Held through SL SPV-2, L.P.(3)(9)
Class B Common Stock (2) 09/22/2025 M(1)(2) 443,438 (2) (2) Class C Common Stock 443,438 $0 21,598,570 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class B Common Stock (2) 09/22/2025 M(1)(2) 240,032 (2) (2) Class C Common Stock 240,032 $0 11,691,279 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class B Common Stock (2) 09/22/2025 M(1)(2) 6,524 (2) (2) Class C Common Stock 6,524 $0 317,787 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class B Common Stock (2) 09/22/2025 M(1)(2) 2,942 (2) (2) Class C Common Stock 2,942 $0 143,303 I Held through Silver Lake Technology Investors V, L.P.(7)(9)
1. Name and Address of Reporting Person*
SLTA IV (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 Group, 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 IV, 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 IV, 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 Technology Investors IV, 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*
SLTA SPV-2 (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*
SLTA SPV-2, 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*
SL SPV-2, 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*
Durban Egon

(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 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"), Silver Lake Partners V DE (AIV), L.P. ("SLP V") 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 September 22, 2025.
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 September 22, 2025, 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 described in footnote (1) above.
3. 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").
4. 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").
5. 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").
6. These securities are directly held by Silver Lake Technology Investors IV, L.P. The general partner of Silver Lake Technology Investors IV, L.P. is SLTA IV and the general partner of SLTA IV is SLTA IV GP.
7. 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 SLTA V and the general partner of SLTA V is SLTA V GP.
8. Reflects shares held by Silver Lake Group, L.L.C. ("SLG").
9. 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.
10. This amount reflects 44,760, 25,557, 42 and 81,304 shares held by SLTA SPV-2, L.P., SLTA V, SLTA IV and SLG, respectively, on behalf of such individuals.
11. Represents shares of Class C Common Stock held by Mr. Durban.
12. Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members.
13. These shares of Common Stock are held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest.
14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.21 to $135.20 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 $135.21 to $136.205 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 $136.21 to $137.14 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 $137.25 to $137.99 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. 09/24/2025
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C. 09/24/2025
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C., general partner of Silver Lake Technology Associates IV, L.P. 09/24/2025
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C., general partner of Silver Lake Technology Associates IV, L.P., general partner of Silver Lake Partners IV, L.P. 09/24/2025
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C., GP of Silver Lake Technology Associates IV, L.P., GP of Silver Lake Technology Investors IV, L.P. 09/24/2025
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA SPV-2 (GP), L.L.C. 09/24/2025
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA SPV-2 (GP), L.L.C., general partner of SLTA SPV-2, L.P. 09/24/2025
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA SPV-2 (GP), L.L.C., general partner of SLTA SPV-2, L.P., general partner of SL SPV-2, L.P. 09/24/2025
By: /s/ Justin G. Hamill, Attorney-in-fact for Egon Durban 09/24/2025
** 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 did the Silver Lake entities disclose in the Form 4 for DELL?

They disclosed conversions of Class B into equal Class C shares and multiple sales of Class C common stock on September 22, 2025 by several Silver Lake entities.

What price ranges were reported for the DELL share sales?

The filing reports weighted-average prices and notes sales occurred in ranges from $134.21 to $137.99 per share, with specific weighted averages shown per tranche.

Who among Silver Lake is identified as a Dell director in the filing?

The filing states Egon Durban serves as a director of Dell and as Co-CEO and Managing Member of Silver Lake Group, L.L.C.

Do the reporting persons claim beneficial ownership of all disclosed shares?

The reporting persons state this filing shall not be deemed an admission that they are beneficial owners of all securities and disclaim beneficial ownership except to the extent of any pecuniary interest.

Are the precise per-transaction prices available in the filing?

The filing provides weighted-average prices and price ranges and undertakes to provide full transaction-level price details to the issuer, security holders or the SEC staff upon request.
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