Hewlett Packard Enterprise Co SEC Filings

Hewlett Packard Enterprise, through its wholly owned subsidiary H3C Holdings, agreed to sell an aggregate 10% of the total issued share capital of H3C Technologies to five China-based counterparties for cash consideration of approximately USD $714 million, under separate share purchase agreements. Closing of each sale is subject to conditions such as required PRC governmental approvals, shareholder approval at the parent of UNIS, accuracy of representations, covenant compliance, and the absence of legal restraints, all by a long stop date 180 days after November 17, 2025, which may be extended once by up to 30 days. A side letter with UNIS waives its right of first offer on H3C shares held by H3C Holdings and adjusts put and call option mechanics for the remaining stake. H3C Holdings states its intention to dispose of its remaining 9% issued share capital of H3C over time via its put option rights or direct sale.

Hewlett Packard Enterprise updated its executive incentive plan mechanics. On November 10, 2025, the HRC Committee raised the target levels of the non‑GAAP net income growth goals—along with aligned threshold and maximum levels—used to measure Performance‑Adjusted RSU (PARSU) awards tied to fiscal 2025, fiscal 2026, and fiscal 2027. The change reflects the expected profit contribution from the acquisition of Juniper Networks.

The plan already permits adjustments for events such as acquisitions not foreseen when goals were set. All other PARSU terms and conditions remain unchanged. Importantly, payout for the affected portions of the fiscal 2023, fiscal 2024, and fiscal 2025 PARSUs will not be greater than what the total payout would have been without this modification, preserving the original compensation design intent.

Hewlett Packard Enterprise declared a cash dividend of $0.953125 per share on its 7.625% Series C Mandatory Convertible Preferred Stock. The dividend is payable on December 1, 2025 to holders of record as of the close of business on November 15, 2025.

The Board of Directors retains sole discretion to declare and pay dividends from legally available sources. If the scheduled payment date is not a business day, payment will be made on the next business day without interest.

Hewlett Packard Enterprise filed an amended Form 8-K to correct a scrivener’s error in the press release furnished with its Securities Analyst Meeting 2025 materials. The correction clarifies footnote 2 on revenue growth outlook: growth rates include FY25 results normalized to include 8 months of Juniper results pre-acquisition close. Without this treatment, the revenue growth outlook is expected to be 17 to 22% for FY26 and 8 to 11% long-term.

The corrected press release is furnished as Exhibit 99.1 under Item 7.01 (furnished, not filed). No other changes were made to the previously issued press release.

Hewlett Packard Enterprise announced a forthcoming segment realignment and capital return update. Effective at the start of fiscal Q1 2026, HPE will merge Server, Hybrid Cloud, and Financial Services into a new Cloud & AI segment, move Telco and Instant On to Corporate Investments and Other, and continue Networking as a separate segment. HPE will report under this structure beginning with fiscal Q1 2026.

Historical segment data for fiscal 2024 and the first three quarters of 2025 have been recast and, per HPE, did not change previously reported consolidated net revenue, net earnings, EPS, or total assets. HPE also furnished summary combined historical information for HPE and Juniper Networks as a simple summation (not Article 11 pro forma) and cautioned it is not indicative of past or future combined results.

HPE’s Board approved a $3 billion increase in the share repurchase authorization with no expiration. Integration actions following the Juniper acquisition include workforce reductions with an estimated cost of approximately $240 million.

Hewlett Packard Enterprise Co (HPE) director Gary M. Reiner received 1,374 shares of common stock on 09/30/2025 under the company's 2021 Stock Incentive Plan in lieu of a Q2 cash retainer of $33,750. The reported transaction lists an acquisition price of $24.56 per share for that issuance. Following the reported transaction, Mr. Reiner beneficially owns 1,374 shares directly and 83,869 shares indirectly through JPM Chase. The Form 4 was signed by an attorney‑in‑fact on behalf of Mr. Reiner on 10/02/2025.

Rami Rahim, Executive Vice President and President, General Manager, Networking at Hewlett Packard Enterprise Co (HPE), reported changes in his beneficial ownership on a Form 4 filing. The filing shows no open-market purchases or sales of common stock; 0 shares were acquired or disposed in the non-derivative section while 254,162 shares are reported as beneficially owned indirectly through a Living Trust. Two restricted stock unit grants are recorded: an earlier grant of 146,484 RSUs on 07/17/2025 (with 914.2064 dividend-equivalent rights credited at $20.83 per RSU) and a grant of 223,941 RSUs on 09/30/2025. The RSUs vest in scheduled tranches: the 07/17 grant vests in three annual tranches of 48,828 RSUs and the 09/30 grant vests in three annual tranches of 74,647 RSUs on 12/15/26, 12/15/27, and 12/15/28. The Form is signed by an attorney-in-fact on behalf of Mr. Rahim on 10/02/2025.

Maeve C. Culloty, EVP, President & CEO Financial Services at Hewlett Packard Enterprise Co (HPE), reported a sale and receipt of dividend-equivalent rights. On 09/23/2025 she sold 3,738 shares of HPE common stock at $25.12 per share, leaving 0 shares reported as directly owned after the sale. An indirect holding of 27.234 shares is reported By Vanguard. On 07/17/2025 dividend-equivalent rights were credited for previously granted restricted stock units: 19.1599, 70.9851, and 742.6539, reflected as underlying common stock amounts of 3,307.5688, 11,923.8101, and 121,421.2226 respectively.

Hewlett Packard Enterprise Co (HPE) reported a Form 144 notice indicating a proposed sale of 3,738 common shares through Merrill Lynch (Atlanta) with an aggregate market value of $93,898.56. The filing lists total shares outstanding of 1,319,450,062 and an approximate sale date of 09/23/2025. The securities being sold were acquired through vesting of stock awards from Hewlett Packard Enterprise Company on dates in 2021 and 2022, with vesting lots of 728, 716, 804, and 1,490 shares respectively; payments are recorded as compensatory. No securities were reported sold in the past three months. The filer certifies no undisclosed material adverse information and signs the required attestation.