Dell Technologies SEC Filings

Item 3.02 – Unregistered Sales of Equity Securities: Between 9 Jun 2025 and 10 Jul 2025 Dell Technologies issued 3,421,793 shares of Class C common stock following 1-for-1 conversions of an equal number of Class B shares held by several Silver Lake–affiliated funds. The exchanges were completed under the Section 3(a)(9) registration exemption; no cash consideration or commissions were involved.

After these transactions Dell has 340,673,002 Class C shares and 58,946,330 Class B shares outstanding. The company’s charter permits Class B holders to convert voluntarily at any time, and certain transfers trigger automatic conversion. Class C and Class B shares carry identical dividend and liquidation rights.

No other financial results, guidance or material events were reported in this Form 8-K.

Dell Technologies Inc. (DELL) has filed a Form 144, giving notice that an insider intends to sell up to 725 Class C shares through Fidelity Brokerage Services on or about 15 July 2025. The proposed transaction is valued at approximately $92,437.50 and represents roughly 0.0002 % of Dell’s 339,719,010 shares outstanding, indicating an immaterial impact on the company’s share base. The filer acquired the shares by exercising a stock option originally granted on 2 April 2019 and paid for the shares in cash on the planned sale date.

The notice also reports a prior sale by the same insider of 2,900 shares on 24 June 2025 for $348,000. Form 144 is a disclosure of intent; execution is not guaranteed and timing or amount can change. No additional operational or financial information about Dell was included.

Form 144 filing for Dell Technologies Inc. (DELL) discloses a planned sale of 127,897 Class C common shares by a shareholder using broker Merrill Lynch, Pierce, Fenner & Smith Inc. on or about 10 July 2025. At the filing’s reference price, the block is valued at $16.2 million, equivalent to roughly 0.04 % of Dell’s 339.7 million shares outstanding.

The seller—identified in the past-sales section as multiple Silver Lake–affiliated funds—has already disposed of substantial stock during the previous three months. The filing lists about 1.94 million shares of Class C stock sold between 9 June and 26 June 2025, generating gross proceeds of roughly $224 million. The new notice therefore represents an incremental continuation of Silver Lake’s exit strategy but remains immaterial to Dell’s total float.

Key details

• Shares to be sold: 127,897
• Aggregate market value: $16,195,597.11
• % of shares outstanding: ~0.04 %
• Broker: Merrill Lynch (San Francisco)
• Approximate sale date: 10 July 2025 (NYSE)

From a capital-markets perspective, the filing signals continued supply from a long-standing private-equity holder, yet the block size is unlikely to move Dell’s share price materially on its own. Investors may nevertheless monitor Silver Lake’s future filings to gauge the cadence of divestitures and potential overhang pressure.

Form 144 filing summary for Dell Technologies Inc. (DELL)

This Form 144 notifies the SEC of a proposed sale of 4,722 Class C common shares by Silver Lake-affiliated entities on or about 07/10/2025. The shares will be sold through Merrill Lynch, Pierce, Fenner & Smith Inc. on the NYSE at an aggregate market value of $597,946.86. With 339,719,010 shares outstanding, the prospective sale represents less than 0.002 % of Dell’s public float.

Background on the securities

• The 4,722 shares were obtained via conversion of Class B common stock originally acquired in 2016; the conversion and acquisition date is recorded as 07/10/2025.
• The filer certifies under Rule 144 that it is not aware of undisclosed material adverse information regarding Dell.

Recent disposition activity

The form also lists multiple prior sales by various Silver Lake funds between 06/09/2025 – 06/26/2025. Individual line items indicate disposals exceeding $170 million in gross proceeds and well over one million shares of Class C stock during that three-week window.

Investor considerations

• The immediate 4,722-share sale is immaterial to Dell’s share count and typical daily trading volume.
• However, the scale of recent aggregate sales suggests an ongoing exit strategy by a significant long-term shareholder (Silver Lake), which could create periodic supply and modest share-price headwinds.
• No operational or earnings information is provided in this filing; implications relate solely to shareholder composition and potential stock overhang.

Dell Technologies Inc. (NYSE: DELL) – Form 144 filing

Silver Lake–affiliated entities have filed a Form 144 to sell 2,130 Class C common shares through Merrill Lynch on 10 July 2025. The shares—valued at $269,721.90—represent approximately 0.0006 % of Dell’s 339,719,010 outstanding Class C shares and were obtained the same day via conversion of previously-held Class B stock (originally acquired in 2019).

The filing also discloses past 3-month sales by various Silver Lake funds totaling roughly 1.94 million Class C shares across multiple dates in June 2025, with individual transactions ranging from a few dozen shares to more than 257 k shares. Gross proceeds for each sale are listed, indicating aggregate cash realizations comfortably in the hundreds of millions of dollars.

Form 144 filings signal an intent to sell restricted or control securities; actual sales may differ from the notice. Nonetheless, continued reductions by a long-time private-equity sponsor can create supply overhang concerns for public investors, although Dell’s large float limits the immediate mechanical impact of the 2,130-share notice.