Silver Lake sells 19,256 DELL shares; distributions exempt under Rule 16a-13
Rhea-AI Filing Summary
Dell Technologies (DELL) insiders affiliated with Silver Lake sold a small block of Class C common stock on 10/06/2025–10/07/2025 and initiated pro rata in-kind distributions on 10/08/2025. The reported sales across several Silver Lake entities total 19,256 shares sold at a weighted average price of $154.21 per share (sales executed within a price range of $154.0005 to $154.65). Certain shares received in the distributions were exempt from Section 16 reporting under Rule 16a-13.
The filing shows multiple affiliated entities and that Egon Durban (a Dell director) may be deemed to have indirect pecuniary interests through Silver Lake vehicles and a family trust. Footnotes disclose pro rata distributions to employees and managing members and report that Egon Durban held 1,166,822 shares of Class C common stock following the distributions, with additional indirect holdings noted.
Positive
- Rule 16a-13 exemption applied to pro rata distributions on 10/08/2025, reducing immediate reporting burden
- Sales size was relatively small—reported sales total 19,256 shares at a weighted average price of $154.21
Negative
- Insider selling occurred by Silver Lake entities on 10/06/2025–10/07/2025 totaling 19,256 shares
- Multiple affiliated filings are required, indicating complexity in ownership structure and potential for additional transactions to be reported
Insights
Insiders sold a small block and distributed shares across Silver Lake entities; holdings shifted but reporting exemptions applied.
The sales reported on 10/06/2025–10/07/2025 total 19,256 Class C shares at a weighted average price of $154.21. These sales were executed by multiple Silver Lake-affiliated funds and were followed by pro rata in-kind distributions on 10/08/2025, which the filing states were exempt from Section 16 reporting under Rule 16a-13.
Key dependencies include the internal allocation process within the Silver Lake group and the conversion mechanics from Class B to Class C stock noted in the filing. Watch for any separate Forms 4 from affiliated reporting persons that could list additional transactions or transfers in the near term (days–weeks).
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class C Common Stock | 167,275 | $0.00 | -- |
| Other | Class C Common Stock | 124,896 | $0.00 | -- |
| Other | Class C Common Stock | 79,531 | $0.00 | -- |
| Sale | Class C Common Stock | 6,926 | $154.21 | $1.07M |
| Sale | Class C Common Stock | 8,005 | $154.21 | $1.23M |
| Sale | Class C Common Stock | 4,103 | $154.21 | $633K |
| Sale | Class C Common Stock | 153 | $154.21 | $24K |
| Sale | Class C Common Stock | 69 | $154.21 | $11K |
| 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 $154.0005 to $154.65 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.