Dell (NYSE: DELL) CMO gets RSU shares; some withheld for taxes

Rhea-AI Filing Summary

Dell Technologies Chief Marketing Officer Jane Tunnell reported compensation-related share activity, not open-market trading. On a Form 4, she had 8,452 shares of Class C common stock withheld by Dell to cover tax liabilities tied to restricted stock unit (RSU) vesting. She also acquired 15,509 shares of Class C common stock at no cost as part of RSU and performance-based RSU awards vesting and certification. After these transactions, she directly holds 81,902 shares of Dell Class C common stock.

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).

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 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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	03/15/2026		F		8,452(1)	D	$151.62	66,393	D
Class C Common Stock	03/15/2026		A		15,509(2)	A	$0	81,902	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 partial vesting of RSUs granted on March 15, 2023, March 15, 2024 and March 15, 2025.

2. Represents 23,971 shares certified as earned with respect to an award of performance-based RSUs granted on March 15, 2023, net of 8,462 shares withheld by the Issuer for payment of the tax liability incurred on vesting of such shares. Vesting of the performance-based RSUs occurred simultaneously with their certification.

Remarks:

	/s/ James Williamson, Attorney-in-Fact	03/17/2026
	** 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.

FAQ

What did Dell (DELL) CMO Jane Tunnell report on this Form 4?

Jane Tunnell reported routine equity compensation activity. Dell withheld shares to cover tax liabilities on vesting restricted stock units, and she received additional shares from RSU and performance-based RSU awards as they vested and were certified.

How many Dell (DELL) shares were withheld for Jane Tunnell’s taxes?

The filing shows 8,452 shares of Dell Class C common stock were withheld. These shares covered tax liabilities incurred when multiple restricted stock unit grants partially vested and when certain performance-based RSUs were certified and vested.

How many Dell (DELL) shares did Jane Tunnell acquire through RSU awards?

Jane Tunnell acquired 15,509 shares of Dell Class C common stock at no cost. These shares reflect vested restricted stock units and performance-based RSUs that were certified as earned and vested on the reported transaction date.

What is Jane Tunnell’s Dell (DELL) share ownership after these transactions?

After the reported RSU vesting and tax-withholding transactions, Jane Tunnell directly owns 81,902 shares of Dell Class C common stock. This total reflects both the shares withheld for taxes and the new shares received from vested equity awards.

Were Jane Tunnell’s Dell (DELL) transactions open-market buys or sells?

No open-market trades are shown. One transaction is a tax-withholding disposition where Dell withheld shares to pay tax liabilities, and the other is a grant or award acquisition of shares from vested restricted stock unit and performance-based RSU awards.

What do the Dell (DELL) Form 4 footnotes explain about these RSUs?

The footnotes explain that shares were withheld to cover taxes on partial vesting of RSUs from grants in March 2023, 2024, and 2025, and that performance-based RSUs from a March 2023 grant were certified as earned and vested at the same time.