Form 4: Silver Lake Converts and Sells Dell (DELL) Class C Stock in Mid-September
Rhea-AI Filing Summary
Reporting persons affiliated with Silver Lake disclosed conversions and substantial sales of Dell Technologies Class C common stock on September 17-18, 2025. Multiple Silver Lake entities converted Class B shares into an equal number of Class C shares and sold blocks of Class C stock in multiple transactions at weighted-average prices disclosed in footnotes. Reported disposals include sales at weighted-average prices of $131.96, $133.08 and $133.55 per share. The filing shows both acquisitions (via conversion) and dispositions across affiliated funds, with several holdings remaining indirectly owned through Silver Lake partnerships and trusts.
Positive
- Conversions of Class B into Class C stock resulted in additional Class C shares acquired (reported as acquisitions via conversion).
- Remaining indirect holdings are documented across Silver Lake partnerships and trusts, maintaining ongoing ownership ties.
Negative
- Substantial dispositions of Class C common stock occurred on September 17-18, 2025, reducing indirect holdings across Silver Lake entities.
- Material insider-linked sales were executed at weighted-average prices of $131.96, $133.08 and $133.55 per share, indicating significant liquidity events by affiliated parties.
Insights
TL;DR: Significant affiliated sales and conversions by Silver Lake changed indirect holdings; transaction prices centered around $132–$134 per share.
The filing details coordinated activity across multiple Silver Lake entities: conversions of Class B into Class C shares and concurrent sales executed on September 17-18, 2025. Weighted-average sale prices are reported at $131.96, $133.08 and $133.55 per share, reflecting multiple trade tranches. The transactions were executed through funds and SPVs, leaving the remaining shares held indirectly through Silver Lake-managed partnerships and certain trusts.
TL;DR: Insider-related entities, including a director-linked managing member, executed sizable sales; disclosure emphasizes indirect ownership structures.
The Form 4 identifies Egon Durban as a director of the issuer and Co-CEO/Managing Member of Silver Lake Group, which manages the reporting entities. The filing explains the governance chain (GPs and managing members) and disclaims direct beneficial ownership except for pecuniary interests. Multiple affiliated entities sold Class C shares and converted Class B shares into Class C contemporaneously, with remaining holdings retained indirectly through partnerships and trusts.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Class B Common Stock | 295,673 | $0.00 | -- |
| Exercise | Class B Common Stock | 303,522 | $0.00 | -- |
| Exercise | Class B Common Stock | 164,296 | $0.00 | -- |
| Exercise | Class B Common Stock | 4,465 | $0.00 | -- |
| Exercise | Class B Common Stock | 2,014 | $0.00 | -- |
| Exercise | Class C Common Stock | 295,673 | $0.00 | -- |
| Exercise | Class C Common Stock | 303,522 | $0.00 | -- |
| Exercise | Class C Common Stock | 164,296 | $0.00 | -- |
| Exercise | Class C Common Stock | 4,465 | $0.00 | -- |
| Exercise | Class C Common Stock | 2,014 | $0.00 | -- |
| Sale | Class C Common Stock | 145,075 | $131.96 | $19.14M |
| Sale | Class C Common Stock | 167,918 | $131.96 | $22.16M |
| Sale | Class C Common Stock | 86,343 | $131.96 | $11.39M |
| Sale | Class C Common Stock | 3,192 | $131.96 | $421K |
| Sale | Class C Common Stock | 1,440 | $131.96 | $190K |
| Sale | Class C Common Stock | 41,317 | $133.08 | $5.50M |
| Sale | Class C Common Stock | 47,823 | $133.08 | $6.36M |
| Sale | Class C Common Stock | 24,590 | $133.08 | $3.27M |
| Sale | Class C Common Stock | 909 | $133.08 | $121K |
| Sale | Class C Common Stock | 410 | $133.08 | $55K |
| Sale | Class C Common Stock | 16,514 | $133.55 | $2.21M |
| Sale | Class C Common Stock | 19,114 | $133.55 | $2.55M |
| Sale | Class C Common Stock | 9,828 | $133.55 | $1.31M |
| Sale | Class C Common Stock | 363 | $133.55 | $48K |
| Sale | Class C Common Stock | 164 | $133.55 | $22K |
| 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 | -- | -- | -- |
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 September 17, 2025 and September 18, 2025. 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. 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"). 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. 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. Represents shares of Class C Common Stock held 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. These shares of Common Stock are held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $131.52 to $132.5198 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 $132.5229 to $133.521 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 $133.5235 to $133.62 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.