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HPE (NYSE: HPE) secures $986.8M from 13.8% H3C stake sale

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(Moderate)
Filing Sentiment
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Form Type
8-K

Rhea-AI Filing Summary

Hewlett Packard Enterprise closed the sale of 13.8% of the total issued share capital of H3C Technologies Co., Limited held by certain HPE subsidiaries for approximately USD $986.8 million to a group of China-based counterparties.

HPE also reiterates that it expects to complete the sale of its remaining 5.2% H3C stake to UNIS for approximately USD $370.4 million in the first half of calendar 2026, subject to closing conditions and previously agreed Share Purchase Agreements.

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Insights

HPE is monetizing its H3C stake for over $1.3B in cash.

HPE has closed the sale of 13.8% of H3C’s total issued share capital for approximately USD $986.8 million. The buyers are several entities incorporated or formed in the People’s Republic of China under previously signed Share Purchase Agreements.

The company also expects to sell its remaining 5.2% H3C stake to UNIS for about USD $370.4 million in the first half of calendar 2026, subject to satisfaction of closing conditions. Together, these transactions convert H3C ownership into significant cash proceeds.

The forward-looking statements section highlights risks around timing and conditions for the UNIS transaction that has not yet closed. Future updates will come through HPE’s periodic reports and additional Commission filings if terms, timing, or completion status change.

Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Closed H3C stake sold 13.8% of total issued share capital Sold by certain HPE subsidiaries
Proceeds from 13.8% H3C sale USD $986.8 million Consideration from multiple China-based counterparties
Remaining H3C stake planned for sale 5.2% of total issued share capital To be sold to UNIS under November 28, 2025 agreement
Expected proceeds from remaining H3C sale USD $370.4 million Planned sale to UNIS in first half of calendar 2026
Form type Form 8-K Current report under Securities Exchange Act of 1934
Forward-looking risk reference Private Securities Litigation Reform Act of 1995 Safe harbor for forward-looking statements on UNIS transaction
Share Purchase Agreement financial
"for approximately USD $986.8 million, pursuant to the Share Purchase Agreements"
A share purchase agreement is a written contract that outlines the terms and conditions for buying and selling shares of a company. It specifies details like the price, number of shares, and any special conditions, ensuring both buyer and seller agree on the transaction. For investors, it provides clarity and legal protection, making sure the purchase is clear and enforceable.
forward-looking statements regulatory
"contains forward-looking statements within the meaning of the safe harbor provisions"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Private Securities Litigation Reform Act of 1995 regulatory
"within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995"
closing conditions financial
"relating, but not limited, to the timing and satisfaction of closing conditions for the sale transaction with UNIS"
Closing conditions are specific requirements or steps that must be met before a financial deal or transaction can be finalized. They act like a checklist that ensures all necessary details are confirmed and agreed upon, giving both parties confidence that the deal is ready to be completed. Meeting these conditions is essential for the transaction to move forward smoothly and successfully.
Annual Report on Form 10-K regulatory
"those that are described in HPE’s Annual Report on Form 10-K for the fiscal year ended October 31, 2025"
An annual report on Form 10‑K is a required, comprehensive filing that publicly traded companies give to regulators and investors summarizing their business, results of operations, detailed financial statements reviewed by independent auditors, material risks, legal issues and management’s discussion of performance. Investors use it like a company’s year‑end report card and medical checkup: it reveals how the business made money, where it is vulnerable, and the facts needed to compare value, judge risk and make informed investment decisions.
Quarterly Reports on Form 10-Q regulatory
"Quarterly Reports on Form 10-Q, s on , and that are otherwise described"
Quarterly reports on Form 10‑Q are standardized filings that publicly traded companies send to regulators every three months to disclose their recent financial results, cash flow, risk factors, and material events. Investors use them like a routine check‑up on a company's financial health—providing timely, comparable information to judge performance trends, spot warning signs, and make buy, hold, or sell decisions.
Understanding 8-K Material Events →
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
May 13, 2026
Date of Report (Date of Earliest Event Reported)
HEWLETT PACKARD ENTERPRISE COMPANY
(Exact name of registrant as specified in its charter)
Delaware001-3748347-3298624
(State or other jurisdiction
of incorporation)
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
1701 East Mossy Oaks Road,Spring,TX77389
 (Address of principal executive offices)
(Zip code)

(678)259-9860
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.01 per shareHPENYSE
7.625% Series C Mandatory Convertible Preferred Stock, par value $0.01 per shareHPEPrCNYSE
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.


Item 7.01Regulation FD Disclosure.
On May 13, 2026, the Company closed on the sale and disposition of 13.8% of the total issued share capital of H3C Technologies Co., Limited ("H3C"), held by certain HPE subsidiaries, to the following entities, each incorporated or formed (as applicable) in the People's Republic of China: (a) Unisplendour International Technology Limited, incorporated in the Hong Kong Special Administrative Region of the People's Republic of China ("UNIS"), (b) Beijing Xinhua Zhilian Equity Investment Co., Ltd., a purchasing entity formed by China Cinda Asset Management Co., Ltd., (c) China CITIC Financial Asset Management Co., Ltd., (d) Shenzhen Zhaohua Information and Communication Technology Phase I Private Equity Investment Fund Partnership (Limited Partnership), a purchasing entity formed by China Merchants Capital, (e) Beijing Changshi Zhihua Equity Investment Co., Ltd, a purchasing entity formed by China Great Wall Asset Management Co., Ltd., (f) Hefei Huaxin Mingzhu Venture Capital Partnership L.P. (formerly known as Hefei Huaxin Mingzhu Equity Investment Partnership L.P.), and (g) Ningbo Yongning Yinshu Venture Capital Partnership (Limited Partnership) (each, a "Counterparty" and collectively, the "Counterparties") for approximately USD $986.8 million, pursuant to the Share Purchase Agreements (each, a "Share Purchase Agreement" and collectively, the "Share Purchase Agreements") entered into on November 17, 2025 and November 28, 2025 (other than the Share Purchase Agreement with UNIS as noted herein), as previously disclosed on the Current Reports on Form 8-K, filed with the Securities and Exchange Commission (the "Commission") on November 17, 2025 and December 1, 2025.

We expect to close on the Company's sale and disposition of the remaining 5.2% of the total issued share capital of H3C held by certain HPE subsidiaries to UNIS for approximately USD $370.4 million pursuant to the Share Purchase Agreement entered into on November 28, 2025, as previously disclosed on the Current Report on Form 8-K, filed with the Commission on December 1, 2025, in the first half of calendar 2026, as previously communicated.

The information contained in Item 7.01 of this report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information contained in Item 7.01 of this report shall not be incorporated by reference into any filing of the registrant, whether made before, on, or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing.

Forward-looking statements.

This Form 8-K contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including but not limited to any statements relating to the sale transaction with UNIS that has not yet closed. The words “believe,” “expect,” “anticipate,” “intend,” “will,” “may,”


and similar expressions are intended to identify such forward-looking statements. Such statements involve risks, uncertainties, and assumptions relating, but not limited, to the timing and satisfaction of closing conditions for the sale transaction with UNIS that has not yet closed. If the risks or uncertainties ever materialize or the assumptions prove incorrect, the results of HPE and its consolidated subsidiaries may differ materially from those expressed or implied by such forward-looking statements and assumptions. Risks, uncertainties, and assumptions also include those that are described in HPE’s Annual Report on Form 10-K for the fiscal year ended October 31, 2025, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and that are otherwise described or updated from time to time in HPE’s Commission’s reports. HPE assumes no obligation and does not intend to update these forward-looking statements, except as required by applicable law.


SIGNATURE
        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HEWLETT PACKARD ENTERPRISE COMPANY
DATE: May 14, 2026By: /s/ David Antczak
Name:David Antczak
Title:Senior Vice President, General Counsel
and Corporate Secretary 

Source: View Original Filing on SEC EDGAR

FAQ

What transaction did HPE (HPE) announce regarding its H3C stake?

HPE reported it closed the sale of 13.8% of H3C’s total issued share capital for approximately USD $986.8 million, transferring those shares from certain HPE subsidiaries to a group of China-based counterparties under previously executed Share Purchase Agreements.

How much cash is HPE (HPE) receiving from the completed H3C sale?

From the completed transaction, HPE is receiving approximately USD $986.8 million for 13.8% of H3C’s total issued share capital. The payment comes from multiple counterparties in China, reflecting the agreed consideration in the Share Purchase Agreements signed in November 2025.

What remaining H3C interest does HPE (HPE) plan to sell to UNIS?

HPE expects to sell its remaining 5.2% of H3C’s total issued share capital to UNIS for approximately USD $370.4 million. This planned sale is under a Share Purchase Agreement dated November 28, 2025, with closing anticipated in the first half of calendar 2026.

When does HPE (HPE) expect the UNIS H3C transaction to close?

HPE states it expects to close the remaining 5.2% H3C sale to UNIS in the first half of calendar 2026. This timing depends on the satisfaction of closing conditions specified in the November 28, 2025 Share Purchase Agreement and other customary requirements.

What risks does HPE (HPE) highlight about the pending UNIS H3C sale?

HPE notes forward-looking statements involve risks, uncertainties, and assumptions, particularly regarding timing and satisfaction of closing conditions for the UNIS transaction. If these risks materialize, actual results may differ materially, as further discussed in HPE’s Form 10-K and Form 10-Q filings.

Will the H3C transaction information be incorporated into other HPE (HPE) filings?

HPE specifies that information in Item 7.01 of this report is not deemed “filed” and is not automatically incorporated into other filings. It will only be incorporated by specific reference if HPE explicitly includes it in future Commission submissions.

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