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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–affiliated reporting persons disclosed a series of transactions in Dell Technologies Inc. (DELL) Class C common stock. On 10/08/2025, multiple affiliated funds sold blocks of Class C shares at weighted-average prices in ranges near $160.50$163.00 per share. Those same entities converted Class B shares into Class C shares on 10/08/2025 and initiated pro rata in‑kind distributions of Class C shares on 10/10/2025. The filing shows indirect holdings through several Silver Lake vehicles and discloses that Egon Durban, a director, may have received shares via exempt distributions under Rule 16a‑13.

Positive

  • Transparent disclosure of multi‑tranche sales with weighted price ranges ($160.4975$163.00)
  • Conversion of Class B to Class C simplifies share class mix by increasing freely tradable Class C shares
  • Pro rata in‑kind distributions to employees/affiliates indicate internal reallocation rather than external transfer to unknown parties

Negative

  • Material share disposals by Silver Lake affiliates on 10/08/2025 could reduce affiliated economic ownership in the short term
  • Potential shift in beneficial ownership from aggregated fund holdings to individuals/trusts may complicate future reporting and voting visibility

Insights

Large affiliated sales and in‑kind distributions reallocated ownership within Silver Lake.

The transactions show affiliated limited partners sold multiple blocks of Class C stock on 10/08/2025 and then distributed shares pro rata on 10/10/2025, with certain recipients including directors and employees. The filing identifies conversions of Class B into Class C common stock, which are convertible on demand and have no expiration.

Governance implications depend on post‑distribution voting and economic ownership; monitor subsequent Form 4/Form 5 filings for changes in reported beneficial ownership and any shifts in board‑level voting control over the next few reporting periods.

Sales occurred in multiple tranches at average prices around $161, creating incremental liquidity.

Reported sale prices span weighted ranges from $160.4975 to $163.00 per share across several transactions executed on 10/08/2025. Multiple tranches and weighted averages indicate execution across liquidity windows rather than a single trade.

Near‑term market impact is limited to the immediate execution dates; investors should note the disclosed price ranges and watch for any follow‑on selling or additional disclosures in subsequent trading sessions.

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).
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 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)
10/08/2025
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 10/08/2025 M(1)(2) 263,024 A (1)(2) 263,024 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 10/08/2025 M(1)(2) 270,007 A (1)(2) 270,007 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class C Common Stock 10/08/2025 M(1)(2) 146,154 A (1)(2) 146,154 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class C Common Stock 10/08/2025 M(1)(2) 3,973 A (1)(2) 3,973 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class C Common Stock 10/08/2025 M(1)(2) 1,791 A (1)(2) 1,791 I Held through Silver Lake Technology Investors V, L.P.(7)(9)
Class C Common Stock 10/08/2025 S 126,013 D $161.15(14) 137,011 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 10/08/2025 S 145,758 D $161.15(14) 124,249 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class C Common Stock 10/08/2025 S 74,546 D $161.15(14) 71,608 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class C Common Stock 10/08/2025 S 2,784 D $161.15(14) 1,189 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class C Common Stock 10/08/2025 S 1,255 D $161.15(14) 536 I Held through Silver Lake Technology Investors V, L.P.(7)(9)
Class C Common Stock 10/08/2025 S 28,726 D $161.93(15) 108,285 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 10/08/2025 S 33,227 D $161.93(15) 91,021 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class C Common Stock 10/08/2025 S 16,994 D $161.93(15) 54,614 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class C Common Stock 10/08/2025 S 635 D $161.93(15) 554 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class C Common Stock 10/08/2025 S 286 D $161.93(15) 250 I Held through Silver Lake Technology Investors V, L.P.(7)(9)
Class C Common Stock 10/08/2025 S 25,096 D $162.65(16) 83,189 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 10/08/2025 S 29,028 D $162.65(16) 61,993 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class C Common Stock 10/08/2025 S 14,846 D $162.65(16) 39,768 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class C Common Stock 10/08/2025 S 554 D $162.65(16) 0 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class C Common Stock 10/08/2025 S 250 D $162.65(16) 0 I Held through Silver Lake Technology Investors V, L.P.(7)(9)
Class C Common Stock 10/08/2025 S 1 D $164.53 83,188 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 10/10/2025 J(1)(2) 83,188 D (1) 0 I Held through SL SPV-2, L.P.(3)(9)
Class C Common Stock 10/10/2025 J(1)(2) 61,993 D (1) 0 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class C Common Stock 10/10/2025 J(1)(2) 39,768 D (1) 0 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class C Common Stock 3,538 I Held through Silver Lake Group, L.L.C.(8)(9)
Class C Common Stock 3,079 I See footnote(10)
Class C Common Stock 270,064 I See footnote(11)
Class C Common Stock 1,184,092 D(12)
Class C Common Stock 46,985 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) 10/08/2025 M(1)(2) 263,024 (2) (2) Class C Common Stock 263,024 $0 19,978,783 I Held through SL SPV-2, L.P.(3)(9)
Class B Common Stock (2) 10/08/2025 M(1)(2) 270,007 (2) (2) Class C Common Stock 270,007 $0 20,509,222 I Held through Silver Lake Partners IV, L.P.(4)(9)
Class B Common Stock (2) 10/08/2025 M(1)(2) 146,154 (2) (2) Class C Common Stock 146,154 $0 11,101,617 I Held through Silver Lake Partners V DE (AIV), L.P.(5)(9)
Class B Common Stock (2) 10/08/2025 M(1)(2) 3,973 (2) (2) Class C Common Stock 3,973 $0 301,759 I Held through Silver Lake Technology Investors IV, L.P.(6)(9)
Class B Common Stock (2) 10/08/2025 M(1)(2) 1,791 (2) (2) Class C Common Stock 1,791 $0 136,076 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 October 8, 2025 and initiated in-kind distributions of shares of Class C Common Stock on October 10, 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. 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 8, 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.
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"). Shares held includes shares of Class C Common Stock received in connection with the pro rata distributions described herein on October 10, 2025. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
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. 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 10, 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. 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 67,183, 85, 39,062 and 163,734 shares held by SLTA SPV, SLTA IV, SLTA V and SLG, respectively, on behalf of such individuals, including shares distributed in the October 10, 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.
12. 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 10, 2025. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
13. 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 10, 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.
14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $160.4975 to $161.495 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 $161.4981 to $162.4956 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 $162.50 to $163.00 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 separate Forms 4.
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C. 10/10/2025
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. 10/10/2025
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. 10/10/2025
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. 10/10/2025
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. 10/10/2025
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. 10/10/2025
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. 10/10/2025
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. 10/10/2025
By: /s/ Justin G. Hamill, Attorney-in-fact for Egon Durban 10/10/2025
** 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 Silver Lake report on Form 4 for DELL on 10/08/2025?

Silver Lake affiliates reported multiple sales of Class C common stock on 10/08/2025 executed in tranches with weighted average prices in ranges from $160.4975 to $163.00 per share.

Were any shares converted between classes in the filing for DELL?

Yes. Certain holders converted Class B common stock into Class C common stock on 10/08/2025, where each Class B converts into one Class C share and has no expiration date.

What distributions were reported on 10/10/2025 for DELL shares?

The filing discloses pro rata in‑kind distributions of Class C common stock initiated on 10/10/2025 to employees and managing members of Silver Lake affiliates; those receipts were exempt from reporting under Rule 16a‑13.

Did the filing name any director receiving shares of DELL?

Yes. The filing states that Egon Durban, a director, may have received Class C shares indirectly in connection with the October 10, 2025 distributions; those receipts were reported as exempt under Rule 16a‑13.

What price ranges were the DELL shares sold at in these transactions?

Sales were reported across weighted price ranges: $160.4975$161.495, $161.4981$162.4956, and $162.50$163.00 per share.
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