[Form 4] Dell Technologies Inc. Insider Trading Activity

Filing Impact

(High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

Form 4 filing by Silver Lake-related entities reports conversions and multiple sales of Dell Technologies (DELL) shares on September 17-18, 2025. Several Silver Lake entities converted Class B common stock into Class C common stock and sold tranches of Class C shares across those dates. Reported transactions include conversions of 295,589, 303,437 and 164,250 Class B shares into Class C shares and multiple disposals executed at weighted average prices within ranges of $129.00–$129.99, $130.00–$130.9957, $131.00–$131.998 and $132.0006–$132.81 per share. Sales were reported by SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P., and related funds. The filing identifies Egon Durban as a director and Co-CEO of Silver Lake Group and discloses indirect holdings and pecuniary interests through affiliated entities.

Positive

None.

Negative

Multiple sizable disposals: affiliated holders sold numerous tranches of Class C shares on 09/17/2025 and 09/18/2025.
Large converted volumes: conversions from Class B to Class C include explicit amounts of 295,589; 303,437; and 164,250 shares.
Sales executed across price ranges: reported sale price ranges span $129.00 to $132.81 per share, indicating material selling activity over multiple trades.
Director-linked ownership: Egon Durban is identified as a director and Co-CEO/Managing Member of Silver Lake Group, linking the transactions to a director-affiliated group.

Insights

TL;DR: Large, coordinated disposals by affiliated investment vehicles and a director signal significant liquidity actions by controlling shareholders.

The filing shows affiliated Silver Lake entities converted Class B into Class C shares and sold multiple tranches on September 17-18, 2025. Transactions were executed through funds and SPVs where Silver Lake Group is the managing member and Egon Durban is identified as a director of Dell. The disclosure clarifies indirect beneficial ownership structures and disclaimers of beneficial ownership except for pecuniary interest. From a governance perspective, the filing documents transparency about entity relationships and the director’s indirect economic connections, but does not state motivations for the conversions or sales.

TL;DR: Multiple sizeable sales at prices between $129.00 and $132.81 reduce hedgeable stake and increase free float from affiliated holders.

The Form 4 details conversions of Class B to Class C shares and numerous sales across four weighted price ranges. Reported converted amounts include 295,589; 303,437; and 164,250 shares among others, and sales were executed by SL SPV-2, Silver Lake Partners IV and V, and related funds. The filing quantifies disposals by tranche and discloses the indirect ownership vehicles, enabling investors to track changes in holdings by controlling investors. The filing contains no forward-looking statements or reasons for the transactions.

09/19/2025 - 08:06 PM

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 V (GP), L.L.C.

(Last)

(First)

(Middle)

C/O SILVER LAKE

2775 SAND HILL ROAD, SUITE 100

(Street)

MENLO PARK

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)
09/17/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class C Common Stock	09/17/2025		M⁽¹⁾⁽²⁾		295,589	A	⁽¹⁾⁽²⁾	295,589	I	Held through SL SPV-2, L.P.⁽³⁾⁽⁹⁾
Class C Common Stock	09/17/2025		M⁽¹⁾⁽²⁾		303,437	A	⁽¹⁾⁽²⁾	303,437	I	Held through Silver Lake Partners IV, L.P.⁽⁴⁾⁽⁹⁾
Class C Common Stock	09/17/2025		M⁽¹⁾⁽²⁾		164,250	A	⁽¹⁾⁽²⁾	164,250	I	Held through Silver Lake Partners V DE (AIV), L.P.⁽⁵⁾⁽⁹⁾
Class C Common Stock	09/17/2025		M⁽¹⁾⁽²⁾		4,465	A	⁽¹⁾⁽²⁾	4,465	I	Held through Silver Lake Technology Investors IV, L.P.⁽⁶⁾⁽⁹⁾
Class C Common Stock	09/17/2025		M⁽¹⁾⁽²⁾		2,013	A	⁽¹⁾⁽²⁾	2,013	I	Held through Silver Lake Technology Investors V, L.P.⁽⁷⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		18,660	D	$129.62⁽¹⁴⁾	276,929	I	Held through SL SPV-2, L.P.⁽³⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		21,592	D	$129.62⁽¹⁴⁾	281,845	I	Held through Silver Lake Partners IV, L.P.⁽⁴⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		11,109	D	$129.62⁽¹⁴⁾	153,141	I	Held through Silver Lake Partners V DE (AIV), L.P.⁽⁵⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		411	D	$129.62⁽¹⁴⁾	4,054	I	Held through Silver Lake Technology Investors IV, L.P.⁽⁶⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		185	D	$129.62⁽¹⁴⁾	1,828	I	Held through Silver Lake Technology Investors V, L.P.⁽⁷⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		144,904	D	$130.2⁽¹⁵⁾	132,025	I	Held through SL SPV-2, L.P.⁽³⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		167,676	D	$130.2⁽¹⁵⁾	114,168	I	Held through Silver Lake Partners IV, L.P.⁽⁴⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		86,269	D	$130.2⁽¹⁵⁾	66,872	I	Held through Silver Lake Partners V DE (AIV), L.P.⁽⁵⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		3,189	D	$130.2⁽¹⁵⁾	866	I	Held through Silver Lake Technology Investors IV, L.P.⁽⁶⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		1,438	D	$130.2⁽¹⁵⁾	390	I	Held through Silver Lake Technology Investors V, L.P.⁽⁷⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		36,710	D	$131.51⁽¹⁶⁾	95,315	I	Held through SL SPV-2, L.P.⁽³⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		42,479	D	$131.51⁽¹⁶⁾	71,689	I	Held through Silver Lake Partners IV, L.P.⁽⁴⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		21,855	D	$131.51⁽¹⁶⁾	45,017	I	Held through Silver Lake Partners V DE (AIV), L.P.⁽⁵⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		808	D	$131.51⁽¹⁶⁾	58	I	Held through Silver Lake Technology Investors IV, L.P.⁽⁶⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		364	D	$131.51⁽¹⁶⁾	26	I	Held through Silver Lake Technology Investors V, L.P.⁽⁷⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		2,640	D	$132.37⁽¹⁷⁾	92,675	I	Held through SL SPV-2, L.P.⁽³⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		3,055	D	$132.37⁽¹⁷⁾	68,634	I	Held through Silver Lake Partners IV, L.P.⁽⁴⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		1,572	D	$132.37⁽¹⁷⁾	43,445	I	Held through Silver Lake Partners V DE (AIV), L.P.⁽⁵⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		58	D	$132.37⁽¹⁷⁾	0	I	Held through Silver Lake Technology Investors IV, L.P.⁽⁶⁾⁽⁹⁾
Class C Common Stock	09/17/2025		S		26	D	$132.37⁽¹⁷⁾	0	I	Held through Silver Lake Technology Investors V, L.P.⁽⁷⁾⁽⁹⁾
Class C Common Stock								1,400	I	Held through Silver Lake Group, L.L.C.⁽⁸⁾⁽⁹⁾
Class C Common Stock								92,022	I	See footnote⁽¹⁰⁾
Class C Common Stock								1,037,466	D⁽¹¹⁾
Class C Common Stock								42,515	I	See footnote⁽¹²⁾
Class C Common Stock								1,202	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽²⁾	09/17/2025		M⁽¹⁾⁽²⁾			295,589	⁽²⁾	⁽²⁾	Class C Common Stock	295,589	$0	21,934,121	I	Held through SL SPV-2, L.P.⁽³⁾⁽⁹⁾
Class B Common Stock	⁽²⁾	09/17/2025		M⁽¹⁾⁽²⁾			303,437	⁽²⁾	⁽²⁾	Class C Common Stock	303,437	$0	22,516,473	I	Held through Silver Lake Partners IV, L.P.⁽⁴⁾⁽⁹⁾
Class B Common Stock	⁽²⁾	09/17/2025		M⁽¹⁾⁽²⁾			164,250	⁽²⁾	⁽²⁾	Class C Common Stock	164,250	$0	12,188,138	I	Held through Silver Lake Partners V DE (AIV), L.P.⁽⁵⁾⁽⁹⁾
Class B Common Stock	⁽²⁾	09/17/2025		M⁽¹⁾⁽²⁾			4,465	⁽²⁾	⁽²⁾	Class C Common Stock	4,465	$0	331,292	I	Held through Silver Lake Technology Investors IV, L.P.⁽⁶⁾⁽⁹⁾
Class B Common Stock	⁽²⁾	09/17/2025		M⁽¹⁾⁽²⁾			2,013	⁽²⁾	⁽²⁾	Class C Common Stock	2,013	$0	149,393	I	Held through Silver Lake Technology Investors V, L.P.⁽⁷⁾⁽⁹⁾

1. Name and Address of Reporting Person^*

SLTA V (GP), L.L.C.

(Last)

(First)

(Middle)

C/O SILVER LAKE

2775 SAND HILL ROAD, SUITE 100

(Street)

MENLO PARK

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 V, L.P.

(Last)

(First)

(Middle)

C/O SILVER LAKE

2775 SAND HILL ROAD, SUITE 100

(Street)

MENLO PARK

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 V DE (AIV), L.P.

(Last)

(First)

(Middle)

C/O SILVER LAKE

2775 SAND HILL ROAD, SUITE 100

(Street)

MENLO PARK

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 V, L.P.

(Last)

(First)

(Middle)

C/O SILVER LAKE

2775 SAND HILL ROAD, SUITE 100

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	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 September 17, 2025 and September 18, 2025.

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 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.

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").

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. 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.

11. Represents shares of Class C Common Stock held by Mr. Durban.

12. Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members.

13. These shares of Common Stock are held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest.

14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $129.00 to $129.99 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 $130.00 to $130.9957 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 $131.00 to $131.998 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 $132.0006 to $132.81 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 a separate Form 4. Because no more than 30 transactions can be listed on each Table of the Form 4 filing, the Reporting Persons have filed a separate Form 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 V (GP), L.L.C.	09/19/2025
	By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., general partner of Silver Lake Technology Associates V, L.P.	09/19/2025
	By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., general partner of Silver Lake Technology Associates V, L.P., general partner of Silver Lake Partners V DE (AIV), LP	09/19/2025
	By: /s/ Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., managing member of SLTA V (GP), L.L.C., gen. partner of Silver Lake Technology Associates V, L.P., gen. partner of Silver Lake Technology Investors V, L.P.	09/19/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transactions did Silver Lake-related entities report on the Form 4 for DELL?

The filing reports conversions of Class B into Class C shares and multiple sales of Class C common stock executed on 09/17/2025 and 09/18/2025 by affiliated funds and SPVs.

How many shares were converted from Class B to Class C in the filing?

The filing lists conversions including 295,589; 303,437; and 164,250 Class B shares converted into an equal number of Class C shares on 09/17/2025.

At what prices were the DELL shares sold according to the Form 4?

Sales were reported at weighted-average prices within ranges of $129.00–$129.99, $130.00–$130.9957, $131.00–$131.998 and $132.0006–$132.81 per share.

Which Silver Lake entities executed the reported transactions?

Reported sellers include 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., Silver Lake Technology Investors V, L.P., and related Silver Lake entities.

Does the filing identify any Dell director connected to these holdings?

Yes. The filing identifies Egon Durban as a director of Dell and as Co-CEO and Managing Member of Silver Lake Group, linking him to the affiliated reporting persons.

[Form 4] Dell Technologies Inc. Insider Trading Activity

Insights

FAQ

What transactions did Silver Lake-related entities report on the Form 4 for DELL?

How many shares were converted from Class B to Class C in the filing?

At what prices were the DELL shares sold according to the Form 4?

Which Silver Lake entities executed the reported transactions?

Does the filing identify any Dell director connected to these holdings?

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[Form 4] Dell Technologies Inc. Insider Trading Activity

Insights

Corporate Governance Expert neutral

Securities Analyst neutral

FAQ

What transactions did Silver Lake-related entities report on the Form 4 for DELL?

How many shares were converted from Class B to Class C in the filing?

At what prices were the DELL shares sold according to the Form 4?

Which Silver Lake entities executed the reported transactions?

Does the filing identify any Dell director connected to these holdings?

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