DELL insider moves: Silver Lake sells at ~$147 and distributes shares Oct 6–8
Rhea-AI Filing Summary
Dell Technologies Inc. (DELL) experienced a series of insider transactions by Silver Lake-related entities and Egon Durban between 10/06/2025 and 10/08/2025. Multiple Silver Lake funds and affiliated entities sold Class C shares across several trades at weighted average prices in ranges near $146–$149.13 per share, and converted Class B shares into Class C shares. Pro rata in-kind distributions of Class C shares were initiated on 10/08/2025, and those distributed receipts were reported as exempt from filing under Rule 16a-13. After the transactions and distributions the filing shows certain entities holding large positions (e.g., 1,166,822 Class C shares reported as disposed in one entry and aggregate holdings across vehicles exceeding several hundred thousand shares each). The filing is jointly made by multiple reporting persons and discloses indirect holdings through fund and GP structures and certain shares held on behalf of employees and family trusts.
Positive
- Transparency on ownership structure with detailed fund and GP relationships and footnotes explaining indirect holdings
- Disclosure of weighted-average sale price ranges and an undertaking to provide per-trade allocation details if requested
Negative
- Large block sales by multiple Silver Lake entities totaling hundreds of thousands of Class C shares could be viewed as material turnover in insider-held stock
- Complex indirect ownership across multiple funds, SPVs, employees and trusts may complicate immediate clarity on single-person beneficial ownership
Insights
Large fund-level sales, conversions, and in-kind distributions by Silver Lake affiliates.
The transactions consist of multiple sales of Class C Common Stock at weighted average prices reported in mid-$146–149 per share on 10/06/2025 and 10/07/2025
The filings also record conversions of Class B into Class C shares and pro rata in-kind distributions of Class C shares on 10/08/2025, which the report states were exempt from reporting under Rule 16a-13. Monitor any additional Forms 4 for follow-up transactions or changes in director-level holdings over the next weeks as distributions settle.
Reporting uses Rule 16a-13 exemptions for distributed shares and clarifies indirect pecuniary interests.
The filing documents that receipts of distributed Class C shares by reporting persons and certain individuals were treated as exempt under Rule 16a-13, and repeatedly discloses indirect ownership through fund/G.P. structures and employee/family trusts.
From a compliance view, the filing explains the chain of holdings and includes weighted-average sale-price ranges and undertakings to provide detailed trade-level allocation data on request; expect standard post-distribution clarifications or supplemental filings if beneficiaries or allocation details change.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Class B Common Stock | 262,733 | $0.00 | -- |
| Exercise | Class B Common Stock | 269,709 | $0.00 | -- |
| Exercise | Class B Common Stock | 145,992 | $0.00 | -- |
| Exercise | Class B Common Stock | 3,968 | $0.00 | -- |
| Exercise | Class B Common Stock | 1,790 | $0.00 | -- |
| Exercise | Class C Common Stock | 262,733 | $0.00 | -- |
| Exercise | Class C Common Stock | 269,709 | $0.00 | -- |
| Exercise | Class C Common Stock | 145,992 | $0.00 | -- |
| Exercise | Class C Common Stock | 3,968 | $0.00 | -- |
| Exercise | Class C Common Stock | 1,790 | $0.00 | -- |
| Sale | Class C Common Stock | 4,635 | $146.73 | $680K |
| Sale | Class C Common Stock | 5,356 | $146.73 | $786K |
| Sale | Class C Common Stock | 2,746 | $146.73 | $403K |
| Sale | Class C Common Stock | 102 | $146.73 | $15K |
| Sale | Class C Common Stock | 46 | $146.73 | $7K |
| Sale | Class C Common Stock | 11,023 | $147.75 | $1.63M |
| Sale | Class C Common Stock | 12,739 | $147.75 | $1.88M |
| Sale | Class C Common Stock | 6,530 | $147.75 | $965K |
| Sale | Class C Common Stock | 243 | $147.75 | $36K |
| Sale | Class C Common Stock | 110 | $147.75 | $16K |
| Sale | Class C Common Stock | 39,347 | $148.86 | $5.86M |
| Sale | Class C Common Stock | 45,472 | $148.86 | $6.77M |
| Sale | Class C Common Stock | 23,309 | $148.86 | $3.47M |
| Sale | Class C Common Stock | 868 | $148.86 | $129K |
| Sale | Class C Common Stock | 392 | $148.86 | $58K |
| Sale | Class C Common Stock | 291 | $149.09 | $43K |
| Sale | Class C Common Stock | 336 | $149.09 | $50K |
| Sale | Class C Common Stock | 173 | $149.09 | $26K |
| Sale | Class C Common Stock | 6 | $149.09 | $894.54 |
| Sale | Class C Common Stock | 3 | $149.09 | $447.27 |
| 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 October 6, 2025 and October 7, 2025 and initiated in-kind distributions of shares of Class C Common Stock on October 8, 2025. The receipt of shares of Class C Common Stock by each of the Reporting Persons in connection with such distributions was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. 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 October 6, 2025 and October 7, 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 and distributions 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"). Shares held includes shares of Class C Common Stock received in connection with the pro rata distributions described herein on October 8, 2025. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. 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. These shares of Common Stock are held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest including shares received in connection with the distributions of shares of Class C Common Stock on October 8, 2025. The receipt of such shares of Class C Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. In connection with the distributions described in footnote (1) above, pro rata distributions of certain shares were initiated to certain employees and managing members of SLG or its affiliates, including Egon Durban. This amount reflects 63,154, 78, 36,638 and 149,173 shares held by SLTA SPV, SLTA IV, SLTA V and SLG, respectively, on behalf of such individuals, including shares distributed in the October 8, 2025 distributions. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Represents shares of Class C Common Stock held by Mr. Durban immediately following the receipt of shares in connection with the distributions of shares of Class C Common Stock on October 8, 2025. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members, including shares received in connection with the distributions of shares of Class C Common Stock on October 8, 2025. The receipt of such shares of Class C Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $149.0650 to $149.13 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 $146.23 to $147.2284 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 $147.2311 to $148.2309 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 $148.2317 to $149.2306 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.