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Silver Lake adjusts Dell (NYSE: DELL) position, still holds 50.2M shares

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Silver Lake-affiliated funds filed Amendment No. 13 to update their ownership in Dell Technologies’ Class C common stock. The reporting group may be deemed to beneficially own 50,240,830 Class C shares, representing about 7.8% of Dell’s total outstanding common stock as of March 18, 2026.

The filing explains Dell’s multi-class share voting structure and notes that these holdings represent roughly 14.0% of the combined voting power of the common stock, and approximately 13.6% of the issued and outstanding Class C shares on a Rule 13d‑3 basis. Over the prior 60 days, certain Silver Lake entities sold an aggregate 1,349,791 Class C shares and made non-cash distributions totaling 496,202 Class C shares to their equity holders, with the distributed and sold Class C shares received from conversions of an equal number of Class B shares.

Positive

  • None.

Negative

  • None.

Insights

Silver Lake modestly reduced but still holds a sizable Dell stake.

This amendment shows Silver Lake and affiliates now report beneficial ownership of 50,240,830 Dell Class C shares, about 7.8% of total common stock and 13.6% of Class C on a Rule 13d‑3 basis, giving roughly 14.0% of voting power.

Recent activity includes sales of 1,349,791 Class C shares and non‑cash distributions of 371,482 and 124,720 shares to equity holders, with those Class C shares created by converting Class B shares one‑for‑one. The filing emphasizes Dell’s multi‑class voting structure, under which Class A and B carry 10 votes and Class C carries one vote per share.

Overall, this appears to be a repositioning and distribution of an existing large stake rather than a new strategic move. Subsequent ownership updates in future beneficial ownership reports may further clarify Silver Lake’s long‑term holding pattern in Dell if additional sales or conversions occur.






24703L202

(CUSIP Number)
Justin G. Hamill, Esq
c/o Silver Lake 55 Hudson Yards, 550 West 34th Street, 40th Floor
New York, NY, 10001
212-981-5600


Kenneth B. Wallach, Esq.
Simpson Thacher & Bartlett LLP, 425 Lexington Avenue
New York, NY, 10017
212-455-2000


Hui Lin, Esq.
Simpson Thacher & Bartlett LLP, 425 Lexington Avenue
New York, NY, 10017
212-455-2000


Jessica Asrat, Esq
Simpson Thacher & Bartlett LLP, 425 Lexington Avenue
New York, NY, 10017
212-455-2000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
03/17/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D




Comment for Type of Reporting Person:
The above beneficial ownership reflects less than 0.1% of the outstanding shares of Class C Common Stock outstanding. See Item 5.


SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D




Comment for Type of Reporting Person:
The above beneficial ownership reflects less than 0.1% of the outstanding shares of Class C Common Stock outstanding. See Item 5.


SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D


SL SPV-2, L.P.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
SLTA SPV-2, L.P.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
SLTA SPV-2 (GP), L.L.C.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
Silver Lake Partners IV, L.P.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
Silver Lake Technology Investors IV, L.P.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
Silver Lake Technology Associates IV, L.P.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
SLTA IV (GP), L.L.C.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
Silver Lake Partners V DE (AIV), L.P.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
Silver Lake Technology Investors V, L.P.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
Silver Lake Technology Associates V, L.P.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
SLTA V (GP), L.L.C.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026
Silver Lake Group, L.L.C.
Signature:/s/ Justin G. Hamill
Name/Title:Justin G. Hamill, Managing Director and Chief Legal Officer of Silver Lake Group, L.L.C., See Exhibit 99.1
Date:03/19/2026

FAQ

How many Dell (DELL) shares does Silver Lake now report owning?

Silver Lake and its affiliated funds may be deemed to beneficially own 50,240,830 shares of Dell Class C common stock. This represents a significant block and is calculated under Rule 13d‑3, including shares issuable from conversions of Class B into Class C stock.

What percentage of Dell’s equity and voting power does Silver Lake hold?

Silver Lake’s 50,240,830 Class C shares represent about 7.8% of Dell’s total outstanding common stock and approximately 13.6% of the issued and outstanding Class C shares. Because of Dell’s multi‑class structure, these holdings equate to roughly 14.0% of the combined voting power.

What recent Dell (DELL) share transactions did Silver Lake report?

Over the past 60 days, certain Silver Lake entities sold an aggregate 1,349,791 Dell Class C shares. They also initiated non‑cash distributions of 371,482 and 124,720 Class C shares to their direct and indirect equity holders, reallocating part of their position to underlying investors.

How were Dell Class B shares involved in Silver Lake’s recent activity?

The Class C shares sold and distributed were obtained by converting an equal number of Dell Class B shares held by Silver Lake entities. Dell’s Class B stock is convertible into Class C on a one‑for‑one basis at any time at the holder’s election, enabling these transactions without new issuance.

What is Dell’s share class voting structure described in this filing?

Dell’s capital structure includes Class A and Class B common stock with 10 votes per share, Class C with one vote per share, and generally non‑voting Class D. All series vote together on most matters, while Class C votes separately to elect one Group IV director, shaping how influence is allocated among holders.

On what share count does Silver Lake base its Dell ownership percentages?

The percentages use 645,748,451 total Dell common shares outstanding as of March 18, 2026, including 276,744,341 Class A, 50,183,830 Class B, and 318,820,280 Class C shares. The Class C figure incorporates shares issued upon Silver Lake’s recent conversions of Class B stock into Class C stock.
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