DELL Form 4: Director Award of 2,398 Shares, Ownership Now 119,516

Rhea-AI Filing Summary

David W. Dorman, a director of Dell Technologies Inc. (DELL), reported an acquisition on 09/30/2025 of a total of 2,398 Class C common stock units consisting of 811 shares and 1,587 restricted stock units (RSUs). The RSUs vest in full on the first anniversary of the company’s annual meeting held on June 26, 2025, contingent on the reporting person’s continued service at that time. After the transaction the reporting person beneficially owns 119,516 shares of Class C common stock. The Form reports the acquisition under Section 16(a) as a grant to a director.

Positive

• 2,398-unit equity grant ties director pay to long-term ownership and retention
• RSUs vest on the first anniversary of the June 26, 2025 annual meeting, aligning service with vesting

Negative

• None.

Insights

Corporate Governance Expert

Director equity grant aligns compensation with shareholder interests.

The reported 2,398-unit award to David W. Dorman is recorded as a grant combining 811 shares and 1,587 RSUs tied to continued service.

This structure ties compensation to retention through vesting on the first anniversary of the June 26, 2025 annual meeting, a common governance practice for board-level awards.

Compensation Analyst

Equity grant increases director's stake to 119,516 beneficial shares.

The grant is priced at $0 and consists partly of RSUs that will convert to shares if service continues to the vesting date; this is a non-cash retention award rather than a market purchase.

No derivative instruments or exercised options are reported; the change is a straightforward equity grant.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

DORMAN DAVID W

(Last) (First) (Middle)

ONE DELL WAY

(Street)

ROUND ROCK TX 78682

(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		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	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	09/30/2025		A		2,398(1)	A	$0	119,516	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 a grant of 811 shares of Class C Common Stock and 1,587 restricted stock units ("RSUs"). The RSUs vest in full on the first anniversary of the annual meeting of stockholders of Dell Technologies Inc. held on June 26, 2025, contingent on the reporting person's continued service on such vesting date.

Remarks:

	/s/ James Williamson, Attorney-in-Fact	10/02/2025
	** 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 David W. Dorman report in the Form 4 for DELL?

He reported an acquisition of 2,398 Class C units: 811 shares and 1,587 RSUs on 09/30/2025.

When do the RSUs granted to David Dorman vest?

The RSUs vest in full on the first anniversary of the annual meeting held on June 26, 2025, contingent on continued service.

How many Dell Class C shares does Dorman beneficially own after the grant?

The filing shows beneficial ownership of 119,516 shares following the reported transaction.

Was any cash paid for the awarded shares or RSUs?

The reported price for the grant is $0, indicating a non-cash compensation award.

Does the Form 4 report any options or derivative transactions for Dorman?

No. Table II (derivative securities) shows no reported derivative transactions; the change is a non-derivative equity grant.