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Silver Lake funds trim Dell (NYSE: DELL) stake and convert Class B

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Silver Lake–affiliated funds reported a mix of sales and conversions in Dell Technologies Inc. Class C and Class B shares. On June 10, 2026, entities including Silver Lake Technology Investors IV, L.P. and affiliates sold 1,390 shares of Class C Common Stock in open-market transactions at weighted-average prices disclosed across ranges from $370.9774 to $390.3800 per share.

Certain reporting persons also converted 2,298 shares of Class B Common Stock into an equal number of Class C shares in connection with these sales. After the transactions, an affiliated vehicle indirectly holds 44,432,779 shares of Class B Common Stock, each convertible into one Class C share, indicating a substantial remaining economic interest. Egon Durban’s interest is primarily indirect through these entities and related structures.

Positive

  • None.

Negative

  • None.
Insider Silver Lake Technology Investors IV, L.P., Silver Lake Technology Associates IV, L.P., SLTA IV (GP), L.L.C., Silver Lake Group, L.L.C., Durban Egon
Role null | null | null | null | null
Sold 1,390 shs ($529K)
Type Security Shares Price Value
Exercise Class B Common Stock 2,298 $0.00 --
Exercise Class C Common Stock 2,298 $0.00 --
Sale Class C Common Stock 63 $371.39 $23K
Sale Class C Common Stock 109 $372.50 $41K
Sale Class C Common Stock 57 $373.38 $21K
Sale Class C Common Stock 30 $374.26 $11K
Sale Class C Common Stock 70 $375.51 $26K
Sale Class C Common Stock 53 $376.56 $20K
Sale Class C Common Stock 54 $377.63 $20K
Sale Class C Common Stock 112 $378.81 $42K
Sale Class C Common Stock 83 $379.46 $31K
Sale Class C Common Stock 48 $380.50 $18K
Sale Class C Common Stock 102 $381.80 $39K
Sale Class C Common Stock 82 $382.82 $31K
Sale Class C Common Stock 125 $383.73 $48K
Sale Class C Common Stock 150 $384.71 $58K
Sale Class C Common Stock 125 $385.57 $48K
Sale Class C Common Stock 38 $386.65 $15K
Sale Class C Common Stock 5 $387.35 $2K
Sale Class C Common Stock 50 $388.61 $19K
Sale Class C Common Stock 34 $390.02 $13K
holding Class B Common Stock -- -- --
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 -- -- --
holding Class C Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 259,212 shares (Indirect, Held through Silver Lake Technology Investors IV, L.P.); Class C Common Stock — 2,298 shares (Indirect, Held through Silver Lake Technology Investors IV, L.P.); Class C Common Stock — 1,317,963 shares (Direct, null)
Footnotes (1)
  1. Silver Lake Technology Investors V, L.P., SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors IV, L.P. 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 June 10, 2026. 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 June 10, 2026, 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 Silver Lake Technology Investors IV, L.P. The general partner of Silver Lake Technology Investors IV, L.P. is Silver Lake Technology Associates IV, L.P. and the general partner of Silver Lake Technology Associates IV, L.P. is SLTA IV (GP), L.L.C. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA IV (GP), L.L.C. 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. Reflects shares of Class C Common Stock held by SLG. These shares of Class C Common Stock are held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest. This amount reflects 24,563, 24,932, 114,663 and 56 shares held by SLTA SPV-2, L.P., Silver Lake Technology Associates V, L.P., SLG and Silver Lake Secondary Holdings L.P., respectively, on behalf of certain employees and managing members of SLG or its affiliates. Represents shares of Class C Common Stock held directly 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $370.9774 to $371.9640 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 $371.9900 to $372.9890 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 $372.9901 to $373.9740 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 $374.0051 to $374.9580 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 $375.0298 to $376.0138 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 $376.0441 to $377.0399 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 $377.0419 to $378.0300 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 $378.0700 to $379.0685 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 $379.0800 to $380.0500 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 $380.0955 to $381.0800 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 $381.1254 to $382.1001 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 $382.1400 to $383.1300 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 $383.2000 to $384.1900 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 $384.2000 to $385.1900 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 $385.2000 to $386.1900 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 $386.2200 to $387.1700 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 $387.3000 to $387.3800 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 $388.3100 to $389.0500 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 $389.3900 to $390.3800 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. Following the transactions described in footnote (1), SL SPV-2, L.P. directly holds 49,369 shares of Class C Common Stock, Silver Lake Partners IV L.P. directly holds 37,592 shares of Class C Common Stock, Silver Lake Partners V DE (AIV), L.P. directly holds 29,548 shares of Class C Common Stock, and Silver Lake Technology Investors V, L.P. directly holds 0 shares of Class C Common Stock, which securities and transactions are reported on separate Form 4 filings. Following the transactions described in footnote (1), SL SPV-2, L.P. directly holds 17,161,930 shares of Class B Common Stock, Silver Lake Partners IV L.P. directly holds 17,617,582 shares of Class B Common Stock, Silver Lake Partners V DE (AIV), L.P. directly holds 9,536,376 shares of Class B Common Stock, and Silver Lake Technology Investors V, L.P. directly holds 116,891 shares of Class B Common Stock, which securities and transactions are reported on separate Form 4 filings.
Class C shares sold 1,390 shares Open-market or private sales on June 10, 2026
Shares converted B to C 2,298 shares Class B converted into equal number of Class C shares
Remaining Class B position 44,432,779 shares Indirectly held Class B, each convertible into one Class C share
Low sale price range $370.9774/share Lower end of weighted-average price ranges for reported sales
High sale price range $390.3800/share Upper end of weighted-average price ranges for reported sales
Exercise transactions 2,298 shares Derivative exercises/conversions reported with code M
Class C Common Stock financial
"sold certain shares of Class C Common Stock, par value $0.01 per share"
A class C common stock is a type of company share that usually represents ownership but often carries limited or no voting power compared with other share classes. For investors, that matters because it can affect influence over company decisions and sometimes the stock’s price or dividend priority — think of it as owning a ticket to the same event but in a section with less say in how the event is run.
Class B Common Stock financial
"Each share of Class B Common Stock, par value $0.01 per share"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
convertible financial
"Each share of Class B Common Stock ... is convertible into one share of Class C"
A convertible is a type of investment that starts as a loan or preferred stake (like a bond or preferred share) but can be exchanged for common shares of the company at a set price or under certain conditions. It matters to investors because it offers a mix of steady income and downside protection like a loan, plus the upside of stock ownership if the company does well—similar to holding a coupon that you can trade for a full ticket if the event becomes valuable.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
indirect pecuniary interest financial
"shares ... held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest"
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Silver Lake Technology Investors IV, L.P.
(Last)(First)(Middle)
C/O SILVER LAKE
2775 SAND HILL ROAD, SUITE 100
(Street)
MENLO PARK CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Dell Technologies Inc. [ DELL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class C Common Stock06/10/2026M(1)(2)2,298A(1)(2)2,298IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S63D$371.39(10)2,235IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S109D$372.5(11)2,126IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S57D$373.38(12)2,069IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S30D$374.26(13)2,039IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S70D$375.51(14)1,968IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S53D$376.56(15)1,916IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S54D$377.63(16)1,862IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S112D$378.81(17)1,750IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S83D$379.46(18)1,667IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S48D$380.5(19)1,619IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S102D$381.8(20)1,518IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S82D$382.82(21)1,436IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S125D$383.73(22)1,311IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S150D$384.71(23)1,161IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S125D$385.57(24)1,036IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S38D$386.65(25)999IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S5D$387.35(26)994IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S50D$388.61(27)944IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock06/10/2026S34D$390.02(28)910IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class C Common Stock9,359IHeld through Silver Lake Group, L.L.C.(4)(5)
Class C Common Stock4,845ISee footnote(6)
Class C Common Stock164,214ISee footnote(7)
Class C Common Stock1,317,963D(8)
Class C Common Stock47,234ISee footnote(9)
Class C Common Stock116,509ISee footnote(29)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock(2)06/10/2026M(1)(2)2,298 (2) (2)Class C Common Stock2,298$0259,212IHeld through Silver Lake Technology Investors IV, L.P.(3)(4)
Class B Common Stock(2) (2) (2)Class C Common Stock44,432,77944,432,779ISee footnote(30)
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 CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% 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 CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
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 CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% 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 CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirectorX10% 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 CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Silver Lake Technology Investors V, L.P., SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors IV, L.P. 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 June 10, 2026.
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 June 10, 2026, 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 Silver Lake Technology Investors IV, L.P. The general partner of Silver Lake Technology Investors IV, L.P. is Silver Lake Technology Associates IV, L.P. and the general partner of Silver Lake Technology Associates IV, L.P. is SLTA IV (GP), L.L.C.
4. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA IV (GP), L.L.C. 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.
5. Reflects shares of Class C Common Stock held by SLG.
6. These shares of Class C Common Stock are held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest.
7. This amount reflects 24,563, 24,932, 114,663 and 56 shares held by SLTA SPV-2, L.P., Silver Lake Technology Associates V, L.P., SLG and Silver Lake Secondary Holdings L.P., respectively, on behalf of certain employees and managing members of SLG or its affiliates.
8. Represents shares of Class C Common Stock held directly by Mr. Durban.
9. Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $370.9774 to $371.9640 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.
11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $371.9900 to $372.9890 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.
12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $372.9901 to $373.9740 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.
13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $374.0051 to $374.9580 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.
14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $375.0298 to $376.0138 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 $376.0441 to $377.0399 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 $377.0419 to $378.0300 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 $378.0700 to $379.0685 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.
18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $379.0800 to $380.0500 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.
19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $380.0955 to $381.0800 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.
20. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $381.1254 to $382.1001 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.
21. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $382.1400 to $383.1300 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.
22. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $383.2000 to $384.1900 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.
23. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $384.2000 to $385.1900 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.
24. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $385.2000 to $386.1900 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.
25. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $386.2200 to $387.1700 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.
26. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $387.3000 to $387.3800 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.
27. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $388.3100 to $389.0500 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.
28. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $389.3900 to $390.3800 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.
29. Following the transactions described in footnote (1), SL SPV-2, L.P. directly holds 49,369 shares of Class C Common Stock, Silver Lake Partners IV L.P. directly holds 37,592 shares of Class C Common Stock, Silver Lake Partners V DE (AIV), L.P. directly holds 29,548 shares of Class C Common Stock, and Silver Lake Technology Investors V, L.P. directly holds 0 shares of Class C Common Stock, which securities and transactions are reported on separate Form 4 filings.
30. Following the transactions described in footnote (1), SL SPV-2, L.P. directly holds 17,161,930 shares of Class B Common Stock, Silver Lake Partners IV L.P. directly holds 17,617,582 shares of Class B Common Stock, Silver Lake Partners V DE (AIV), L.P. directly holds 9,536,376 shares of Class B Common Stock, and Silver Lake Technology Investors V, L.P. directly holds 116,891 shares of Class B Common Stock, which securities and transactions are reported on separate Form 4 filings.
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. Due to certain reporting restrictions including that no more than 30 transactions can be listed on each Table of the Form 4 filing and 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 reporting additional transactions.
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., gen. partner of Silver Lake Technology Associates IV, L.P., gen. partner of Silver Lake Technology Investors IV, L.P06/12/2026
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.06/12/2026
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.06/12/2026
By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C.06/12/2026
By: /s/ Justin G. Hamill, Attorney-in-fact for Egon Durban06/12/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Silver Lake–affiliated funds report in this Dell (DELL) Form 4 filing?

Silver Lake–affiliated funds reported open-market sales of Dell Class C Common Stock and related conversions of Class B into Class C shares. The filing reflects both dispositions and derivative exercises while maintaining a large remaining Class B position convertible into Class C.

How many Dell (DELL) Class C shares did Silver Lake entities sell?

Silver Lake–affiliated entities sold 1,390 shares of Dell Class C Common Stock in open-market or private transactions. These sales were executed at various weighted-average prices, with detailed price ranges provided for different trade groups in the accompanying footnotes.

What conversions between Dell (DELL) Class B and Class C shares occurred?

Certain reporting persons converted 2,298 shares of Dell Class B Common Stock into 2,298 Class C shares. Each Class B share is convertible into one Class C share at any time or automatically upon certain transfers, and the conversions were made in connection with the reported sales.

What Dell (DELL) Class B holdings remain after these Silver Lake transactions?

An affiliated vehicle continues to indirectly hold 44,432,779 shares of Dell Class B Common Stock, each convertible into one Class C share. This large remaining position indicates that, despite the reported sales and conversions, Silver Lake–related entities retain a significant economic interest in Dell.

At what prices were the Dell (DELL) Class C shares sold by Silver Lake entities?

The Dell Class C shares were sold at weighted-average prices, with ranges for different trade groups from $370.9774 to $390.3800 per share. Detailed breakdowns for each price range are available on request from the reporting persons, as stated in multiple footnotes.

How is Egon Durban connected to the Dell (DELL) shares in this Form 4?

Egon Durban is a director of Dell and a Co-CEO and Managing Member of Silver Lake Group, L.L.C., which manages certain Silver Lake entities. Footnotes explain that he may be deemed to have an indirect pecuniary interest in some shares through affiliated entities and family-related structures.