DELL Form 4: Silver Lake entities convert B to C shares and execute multi-entity sales
Rhea-AI Filing Summary
Silver Lake affiliates and related entities disclosed multiple transactions in Dell Technologies (DELL) Class C Common Stock on September 17-18, 2025. The filing shows conversions of Class B into Class C shares and a series of sales across several Silver Lake vehicles. Individual tables report convertible Class B amounts converted into Class C, and net share positions by entity after transactions. Reported weighted-average sale prices ranged approximately from $131.52 to $133.62 per share across multiple trade batches. The filing identifies Egon Durban as a director of the issuer and Co-CEO and Managing Member of Silver Lake Group; certain shares are held directly or indirectly through private funds and trusts.
Positive
- Full disclosure of transactions including weighted-average price ranges ($131.52–$133.62) and post-transaction holdings by entity
- Explicit explanation of conversion mechanics from Class B to Class C and ownership chain through SPVs and general partners
Negative
- Substantial share disposals across Silver Lake entities on September 17-18, 2025, reducing aggregate direct holdings
- Concentrated insider sales by director-affiliated entities may represent material dispositions of previously held positions
Insights
TL;DR Large coordinated sales by Silver Lake vehicles reduced holdings while converting Class B to Class C at ~$132 per share.
The filing documents significant disposition activity by multiple Silver Lake entities over September 17-18, 2025, with weighted-average sale prices disclosed in three ranges between $131.52 and $133.62. The transactions include conversions of Class B into Class C shares to facilitate sales; conversion mechanics are stated explicitly and have no expiration. Holdings after the trades are shown by entity, and certain shares remain held indirectly through funds and trusts. The disclosure is procedural and complies with Section 16 reporting requirements.
TL;DR Director-affiliated entities executed multi-entity sales and conversions, disclosed with standard beneficial ownership detail.
The Form 4 identifies Egon Durban as a director and confirms his roles at Silver Lake Group, explaining the chain of ownership across SPVs, partners and general partners. The filing clarifies which entities directly hold securities and which are indirect holdings, and it states that reporting persons disclaim beneficial ownership except for any pecuniary interest. Multiple reporting persons jointly filed due to EDGAR limits; the filing includes undertakings to provide per-trade price breakdowns upon request.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Class B Common Stock | 295,673 | $0.00 | -- |
| Exercise | Class B Common Stock | 303,522 | $0.00 | -- |
| Exercise | Class B Common Stock | 164,296 | $0.00 | -- |
| Exercise | Class B Common Stock | 4,465 | $0.00 | -- |
| Exercise | Class B Common Stock | 2,014 | $0.00 | -- |
| Exercise | Class C Common Stock | 295,673 | $0.00 | -- |
| Exercise | Class C Common Stock | 303,522 | $0.00 | -- |
| Exercise | Class C Common Stock | 164,296 | $0.00 | -- |
| Exercise | Class C Common Stock | 4,465 | $0.00 | -- |
| Exercise | Class C Common Stock | 2,014 | $0.00 | -- |
| Sale | Class C Common Stock | 145,075 | $131.96 | $19.14M |
| Sale | Class C Common Stock | 167,918 | $131.96 | $22.16M |
| Sale | Class C Common Stock | 86,343 | $131.96 | $11.39M |
| Sale | Class C Common Stock | 3,192 | $131.96 | $421K |
| Sale | Class C Common Stock | 1,440 | $131.96 | $190K |
| Sale | Class C Common Stock | 41,317 | $133.08 | $5.50M |
| Sale | Class C Common Stock | 47,823 | $133.08 | $6.36M |
| Sale | Class C Common Stock | 24,590 | $133.08 | $3.27M |
| Sale | Class C Common Stock | 909 | $133.08 | $121K |
| Sale | Class C Common Stock | 410 | $133.08 | $55K |
| Sale | Class C Common Stock | 16,514 | $133.55 | $2.21M |
| Sale | Class C Common Stock | 19,114 | $133.55 | $2.55M |
| Sale | Class C Common Stock | 9,828 | $133.55 | $1.31M |
| Sale | Class C Common Stock | 363 | $133.55 | $48K |
| Sale | Class C Common Stock | 164 | $133.55 | $22K |
| 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 | -- | -- | -- |
Footnotes (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 17, 2025 and September 18, 2025. 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 17, 2025 and September 18, 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. 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"). 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"). 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"). 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. 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. Reflects shares held by Silver Lake Group, L.L.C. ("SLG"). 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. This amount reflects 33,586, 18,855, 21 and 39,560 shares held by SLTA SPV-2, L.P., SLTA V, SLTA IV and SLG, respectively, on behalf of such individuals. Represents shares of Class C Common Stock held by Mr. Durban. Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members. These shares of Common Stock are held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $131.52 to $132.5198 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 $132.5229 to $133.521 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 $133.5235 to $133.62 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.