Silver Lake sells and distributes DELL Class C shares at ~$150 avg
Rhea-AI Filing Summary
Dell Technologies (DELL) Form 4 shows coordinated sales and in‑kind distributions of Class C common stock by entities affiliated with Silver Lake and director Egon Durban during 10/06/2025–10/08/2025 Multiple affiliated funds sold Class C shares in tranches at weighted average prices ranging roughly from $149.24 to $153.99 per share and initiated pro rata in‑kind distributions on 10/08/2025.
The filing reports aggregate disposals including a line item of 1,166,822 shares disposed and continuing indirect holdings across several Silver Lake vehicles (e.g., SL SPV‑2, SLP IV, SLP V) with certain distributed receipts exempt from reporting under Rule 16a‑13. The filing is presented as a joint submission by multiple Silver Lake reporting persons and is signed by an attorney‑in‑fact.
Positive
- Transparent disclosure of multiple transactions with weighted average price ranges and footnotes explaining conversions and distributions
- Use of Rule 16a‑13 exemption is noted, clarifying why certain distributed shares were not required to be reported immediately
Negative
- Material sell-downs reported, including an aggregate disposal line of 1,166,822 shares, which may be viewed as significant insider‑related supply
- Complex indirect ownership across many affiliated vehicles reduces clarity on ultimate beneficial ownership post‑distribution
Insights
Large affiliated sales and in‑kind distributions by Silver Lake were disclosed, with specific weighted average sale prices and exemptions noted.
The filing documents multiple dispositions of Class C shares across affiliated funds and lists indirect post‑transaction holdings, reflecting a portfolio rebalancing and distributions to limited partners and employees. The sale price ranges are disclosed as weighted averages from $149.2356 to $153.9993.
Dependencies include internal allocation mechanics and Rule 16a‑13 exemptions for in‑kind receipts; monitor any subsequent Form 4s that report additional dispositions or conversions, and watch for potential changes in indirect holdings over the next few reporting cycles.
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 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.