DELL Form 4: Silver Lake fund sales and in‑kind distributions reported
Rhea-AI Filing Summary
Silver Lake entities reported multiple disposals of Dell Technologies Class C common stock and related in‑kind distributions. On 10/06/2025 and 10/07/2025 certain Silver Lake affiliates sold blocks of Class C shares at weighted average prices in ranges from $149.2356 to $153.9993. The sellers initiated pro rata in‑kind distributions of Class C shares on 10/08/2025, and certain Reporting Persons converted Class B shares into an equal number of Class C shares in connection with those sales and distributions. The filing shows individual reported disposals across multiple Silver Lake vehicles and discloses indirect holdings and distributions to employees and managing members; specific reported figures include a 1,166,822 share disposal item and multiple smaller sales reported by vehicle with post‑transaction indirect holdings listed.
Positive
- Timely disclosure via Form 4 covering multiple transactions and distributions
- Use of pro rata in‑kind distributions which can facilitate orderly reallocation to employees and managing members
Negative
- Substantial share disposals by Silver Lake entities, including a reported 1,166,822 share disposal line, which may reduce aggregate fund holdings
- Complex ownership shifts through conversions and distributions could temporarily obscure clear beneficial ownership percentages
Insights
TL;DR: Large Silver Lake disposals plus in‑kind distributions change ownership mix and warrant monitoring.
The report documents multiple sales of Class C common stock by Silver Lake funds on 10/06/2025–10/07/2025
These transactions were followed by pro rata in‑kind distributions on 10/08/2025, and conversions of Class B to Class C shares to enable those transfers. Governance implications include a shift in the vehicle-level holdings and an increase in directly held Class C shares among individuals and SLG affiliates; this alters who holds voting/economic exposure.
Watch next quarter proxy disclosures or additional Form 4s for whether voting control or reported beneficial ownership percentages change materially.
TL;DR: The trades were executed across price bands near $150, indicating staged dispositions.
Reported weighted price ranges span approximately $149.24 to $153.99, showing sales executed in multiple tranches across days. The filings identify specific quantity lines and post‑transaction indirect holdings for several Silver Lake vehicles.
For investors, relevant near‑term items to monitor include any follow‑on filings that adjust beneficial ownership, further in‑kind distributions to personnel, or additional open‑market sales disclosed in subsequent Form 4s.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class C Common Stock | 58,804 | $149.99 | $8.82M |
| Sale | Class C Common Stock | 67,957 | $149.99 | $10.19M |
| Sale | Class C Common Stock | 34,835 | $149.99 | $5.22M |
| Sale | Class C Common Stock | 1,297 | $149.99 | $195K |
| Sale | Class C Common Stock | 585 | $149.99 | $88K |
| Sale | Class C Common Stock | 2,815 | $150.45 | $424K |
| Sale | Class C Common Stock | 3,253 | $150.45 | $489K |
| Sale | Class C Common Stock | 1,667 | $150.45 | $251K |
| Sale | Class C Common Stock | 62 | $150.45 | $9K |
| Sale | Class C Common Stock | 28 | $150.45 | $4K |
| Sale | Class C Common Stock | 9,126 | $152.51 | $1.39M |
| Sale | Class C Common Stock | 10,547 | $152.51 | $1.61M |
| Sale | Class C Common Stock | 5,406 | $152.51 | $824K |
| Sale | Class C Common Stock | 201 | $152.51 | $31K |
| Sale | Class C Common Stock | 91 | $152.51 | $14K |
| Sale | Class C Common Stock | 47,176 | $153.28 | $7.23M |
| Sale | Class C Common Stock | 54,519 | $153.28 | $8.36M |
| Sale | Class C Common Stock | 27,947 | $153.28 | $4.28M |
| Sale | Class C Common Stock | 1,041 | $153.28 | $160K |
| Sale | Class C Common Stock | 470 | $153.28 | $72K |
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| 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 October 6, 2025 and October 7, 2025 and initiated in-kind distributions of shares of Class C Common Stock on October 8, 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. 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 October 6, 2025 and October 7, 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 and distributions 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"). Shares held includes shares of Class C Common Stock received in connection with the pro rata distributions described herein on October 8, 2025. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. 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. 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 October 8, 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. 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 63,154, 78, 36,638 and 149,173 shares held by SLTA SPV, SLTA IV, SLTA V and SLG, respectively, on behalf of such individuals, including shares distributed in the October 8, 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. 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 October 8, 2025. 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 October 8, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $149.2356 to $150.2239 per share, inclusive. The 14. 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 $150.2364 to $151.0700 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 $152.00 to $152.9948 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 $153.00 to $153.9993 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.