[8-K] Hewlett Packard Enterprise Co Reports Material Event

Rhea-AI Filing Summary

Hewlett Packard Enterprise Company filed an 8-K reporting execution of supplemental indentures and related documents dated September 15, 2025, between HPE and The Bank of New York Mellon Trust Company, N.A., as trustee. The filing lists the Twenty-Eighth through Thirty-First Supplemental Indentures relating to HPE's 4.050% notes due 2027, floating rate notes due 2028, 4.150% notes due 2028, and 4.400% notes due 2030, and includes forms of those notes, a legal opinion from Gibson, Dunn & Crutcher LLP, and the firm's consent. The document is signed by HPE's Senior Vice President, General Counsel and Corporate Secretary.

Positive

• Supplemental indentures executed documenting terms for multiple note series (2027, 2028 floating and fixed, 2030)
• Forms of notes included, improving transparency about instrument terms
• Legal opinion and consent from Gibson, Dunn & Crutcher LLP accompany the filing

Negative

• None.

Insights

Securities/Fixed-Income Analyst

TL;DR HPE executed supplemental indentures and furnished note forms and counsel opinion, which enable or document specific debt instruments.

These exhibits indicate formal legal documentation for several debt securities: a 4.050% issue maturing 2027, a floating-rate series maturing 2028, a 4.150% series maturing 2028, and a 4.400% series maturing 2030. The filing itself contains the supplemental indentures and note forms and includes a legal opinion and consent from outside counsel. The materials are procedural and legal in nature; they document the terms and trustee arrangements but do not disclose aggregate principal amounts, issuance sizes, or pricing beyond stated coupon rates and maturities.

Corporate Governance / Legal Counsel

TL;DR The filing provides the trustee agreements, note forms, and outside counsel opinion needed to support issuance or amendment of HPE debt securities.

From a governance and disclosure perspective, HPE has filed the supplemental indentures and associated exhibits required to reflect terms of specified notes and trustee relationships. The inclusion of counsel's opinion and consent is standard practice to support legality and enforceability. The 8-K does not include material financial details such as issuance amounts, offering dates, or use of proceeds; it serves to make the legal documentation publicly available.

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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

September 15, 2025

Date of Report (Date of earliest event reported)

HEWLETT PACKARD ENTERPRISE COMPANY

(Exact name of registrant as specified in its charter)

Delaware	001-37483	47-3298624
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1701 East Mossy Oaks Road, Spring, TX (Address of principal executive offices)		77389  (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))

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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 class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	HPE	NYSE
7.625% Series C Mandatory Convertible Preferred Stock, par value $0.01 per share	HPEPrC	NYSE

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 8.01          Other Events.

On September 15, 2025, Hewlett Packard Enterprise Company (the “Company”) completed its previously announced underwritten public offering (the “Notes Offering”) of (i) $900,000,000 in aggregate principal amount of its 4.050% Notes due 2027 (the “2027 Notes”), (ii) $300,000,000 in aggregate principal amount of its Floating Rate Notes due 2028 (the “Floating Rate Notes”), (iii) $850,000,000 in aggregate principal amount of its 4.150% Notes due 2028 (the “2028 Notes”) and (iv) $850,000,000 in aggregate principal amount of its 4.400% Notes due 2030 (the “2030 Notes” and, together with the 2027 Notes, the Floating Rate Notes and the 2028 Notes, the “Notes”).

The offer and sale of each series of Notes has been registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3 (No. 333-276221), filed with the Securities and Exchange Commission and automatically effective on December 22, 2023.

The Notes were issued pursuant to the Indenture (the “Base Indenture”), dated as of October 9, 2015, between the Company and The Bank of New York Mellon Trust Company, N.A. (the “Trustee”), as trustee, as supplemented by the (i) Twenty-Eighth Supplemental Indenture, dated as of September 15, 2025, with respect to the 2027 Notes, (ii) Twenty-Ninth Supplemental Indenture, dated as of September 15, 2025, with respect to the Floating Rate Notes, (iii) Thirtieth Supplemental Indenture, dated as of September 15, 2025, with respect to the 2028 Notes and (iv) Thirty-First Supplemental Indenture, dated as of September 15, 2025, with respect to the 2030 Notes (collectively, the “Supplemental Indentures” and, together with the Base Indenture, the “Indenture”), each between the Company and the Trustee.

The foregoing description of the Indenture does not purport to be complete and is qualified in its entirety by reference to the full text of the Base Indenture and the Supplemental Indentures, which are set forth as Exhibits 4.1, 4.2, 4.3, 4.4 and 4.5, respectively, hereto and are incorporated by reference herein.

The legal opinion of Gibson, Dunn & Crutcher LLP, issued in connection with the Notes Offering, is attached hereto as Exhibit 5.1 and is incorporated herein by reference.

Item 9.01          Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
4.1		Senior Indenture, dated as of October 9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to Hewlett Packard Enterprise’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 13, 2015)
4.2		Twenty-Eighth Supplemental Indenture, dated as of September 15, 2025, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company’s 4.050% notes due 2027
4.3		Twenty-Ninth Supplemental Indenture, dated as of September 15, 2025, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company’s floating rate notes due 2028
4.4		Thirtieth Supplemental Indenture, dated as of September 15, 2025, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company’s 4.150% notes due 2028
4.5		Thirty-First Supplemental Indenture, dated as of September 15, 2025, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company’s 4.400% notes due 2030
4.6		Form of 4.050% notes due 2027 (contained in Exhibit 4.2 hereto)
4.7		Form of floating rate notes due 2028 (contained in Exhibit 4.3 hereto)
4.8		Form of 4.150% notes due 2028 (contained in Exhibit 4.4 hereto)
4.9		Form of 4.400% notes due 2030 (contained in Exhibit 4.5 hereto)
5.1		Opinion of Gibson, Dunn & Crutcher LLP
23.1		Consent of Gibson, Dunn & Crutcher LLP (included in Exhibit 5.1 hereto)
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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
	By:	/s/ David Antczak
	Name:	David Antczak
	Title:	Senior Vice President, General Counsel and Corporate Secretary

DATE: September 15, 2025

FAQ

What did HPE disclose in this 8-K (HPE)?

The filing lists supplemental indentures dated September 15, 2025, and forms of notes for 4.050% notes due 2027, floating rate notes due 2028, 4.150% notes due 2028, and 4.400% notes due 2030, plus counsel opinion and consent.

Does the 8-K state how much debt HPE issued?

No. The filing lists indentures and note forms but does not disclose aggregate principal amounts, issuance sizes, or offering proceeds.

Who is the trustee for the listed indentures?

The Bank of New York Mellon Trust Company, N.A. is named as trustee in the supplemental indentures referenced in the filing.

Which law firm provided the opinion included in the filing?

Gibson, Dunn & Crutcher LLP provided the legal opinion and consent included as exhibits.

Are the coupon rates and maturities disclosed?

Yes. The filing references 4.050% notes due 2027, floating rate notes due 2028, 4.150% notes due 2028, and 4.400% notes due 2030.