Dell (DELL) CMO has shares withheld to cover RSU tax liability

Rhea-AI Filing Summary

Dell Technologies Inc. Chief Marketing Officer Jane Tunnell reported a tax-related share disposition. On June 15, 2026, 5,879 shares of Class C Common Stock were withheld by Dell to cover tax liabilities arising from the vesting of part of a restricted stock unit award granted on June 15, 2023. This was not an open-market sale. After this withholding, Tunnell directly holds 47,494 shares of Dell Class C Common Stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Tunnell Jane

Role Chief Marketing Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class C Common Stock	5,879	$395.57	$2.33M

Holdings After Transaction: Class C Common Stock — 47,494 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares withheld for taxes: 5,879 shares Price per share: $395.57 per share Shares held after transaction: 47,494 shares +1 more

4 metrics

Shares withheld for taxes 5,879 shares Tax withholding on RSU vesting, June 15, 2026

Price per share $395.57 per share Value used for tax-withholding disposition

Shares held after transaction 47,494 shares Direct holdings after tax withholding

Transaction code Code F Payment of tax liability by delivering securities

Key Terms

restricted stock unit award, tax liability, withheld by the Issuer, Class C Common Stock

4 terms

restricted stock unit award financial

"upon the vesting of a portion of a restricted stock unit award granted on June 15, 2023"

A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.

tax liability financial

"withheld by the Issuer for payment of the tax liability incurred upon the vesting"

withheld by the Issuer financial

"Represents shares withheld by the Issuer for payment of the tax liability"

Class C Common Stock financial

"security_title": "Class C Common Stock""

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.

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Form 4 Insider Transactions: What Each Field Means →

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^*

Tunnell Jane

(Last) (First) (Middle)

ONE DELL WAY

(Street)

ROUND ROCK TEXAS 78682

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Marketing Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class C Common Stock	06/15/2026		F		5,879(1)	D	$395.57	47,494	D

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

Explanation of Responses:

1. Represents shares withheld by the Issuer for payment of the tax liability incurred upon the vesting of a portion of a restricted stock unit award granted on June 15, 2023.

Remarks:

	/s/ James Williamson, Attorney-in-Fact	06/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Dell (DELL) report for Jane Tunnell?

Dell reported that Chief Marketing Officer Jane Tunnell had 5,879 Class C Common Stock shares withheld for taxes. The withholding covered tax liabilities triggered by the vesting of a restricted stock unit award originally granted on June 15, 2023.

Was the Dell (DELL) Form 4 transaction an open-market sale?

No, the Form 4 transaction was not an open-market sale. The 5,879 shares were withheld by Dell to pay tax liabilities on vesting restricted stock units, a routine administrative step rather than a discretionary share sale in the market.

How many Dell (DELL) shares does Jane Tunnell hold after this Form 4?

After the tax withholding transaction, Jane Tunnell directly holds 47,494 shares of Dell Technologies Class C Common Stock. This figure reflects her position following the 5,879 shares withheld by the company to satisfy tax obligations on a vesting equity award.

What caused the tax withholding reported in Dell (DELL) CMO’s Form 4?

The tax withholding resulted from the vesting of a portion of a restricted stock unit award granted to Jane Tunnell on June 15, 2023. When RSUs vest, associated tax liabilities can be settled by having the issuer withhold some of the resulting shares.

What transaction code was used in the Dell (DELL) Form 4 for Jane Tunnell?

The transaction used code F, which denotes payment of tax liability by delivering securities. In this case, 5,879 shares of Dell Class C Common Stock were withheld by the issuer to cover taxes tied to a vesting restricted stock unit award.