HPE (NYSE: HPE) director takes share grant instead of cash fee

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

REINER GARY M reported acquisition or exercise transactions in this Form 4 filing.

Hewlett Packard Enterprise director Gary M. Reiner received 1,795 shares of common stock on March 31, 2026 as a grant in lieu of a $42,750 Q4 board cash retainer, at an indicated value of $23.81 per share.

He also received 94.6123 restricted stock units on January 16, 2026 as dividend equivalent rights at $21.44 per RSU tied to a prior grant, bringing that RSU position to 14,499.0518 units. Direct common stock ownership stands at 1,795 shares, with an additional 86,646 shares held indirectly in a JP Morgan Chase account after a transfer of 1,403 shares from his direct holdings.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider REINER GARY M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,795	$23.81	$43K
holding	Common Stock	--	--	--
Grant/Award	Restricted Stock Units	94.612	$0.00	--

Holdings After Transaction: Common Stock — 1,795 shares (Direct); Common Stock — 86,646 shares (Indirect, By JPM Chase); Restricted Stock Units — 14,499.052 shares (Direct)

Footnotes (1)

The total direct beneficial ownership reflects a decrease of 1,403 shares due to transfer of the shares into the reporting person's JP Morgan Chase account on 01/05/26 and 01/06/26. The total indirect beneficial ownership reflects an increase of 1,403 shares due to transfer of the shares previously reported as being held directly by the reporting person into his JP Morgan Chase account on 01/05/26 and 01/06/26. These shares were issued to the reporting person pursuant to the Issuer's 2021 Stock Incentive Plan in lieu of Q4 cash retainer of $42,750 for Issuer's Board Year 2025. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. As previously reported, on 05/02/25, the reporting person was granted 14,235 restricted stock units ("RSUs"), all of which will cliff vest on the earlier of 05/02/26 or the date of Issuer's 2026 Annual Stockholders Meeting. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 reflects 94.6123 dividend equivalent rights at $21.44 per RSU credited to the reporting person's account on 01/16/26.

Key Figures

Stock grant in lieu of cash: 1,795 shares at $23.81 Director direct holdings: 1,795 shares Indirect holdings via JP Morgan Chase: 86,646 shares +5 more

8 metrics

Stock grant in lieu of cash 1,795 shares at $23.81 Q4 board cash retainer of $42,750 paid in stock

Director direct holdings 1,795 shares Common stock directly owned after March 31, 2026 grant

Indirect holdings via JP Morgan Chase 86,646 shares Includes 1,403 shares transferred from direct ownership

RSU grant dividend equivalents 94.6123 RSUs at $21.44 Dividend equivalent rights credited on January 16, 2026

Total RSU position 14,499.0518 units Restricted stock units outstanding after dividend equivalents

Original RSU grant 14,235 units Granted May 2, 2025, cliff vests by May 2, 2026 or 2026 meeting

Cash retainer replaced $42,750 Q4 board retainer for Issuer’s Board Year 2025

Shares transferred to JP Morgan Chase 1,403 shares Reclassified from direct to indirect beneficial ownership

Key Terms

restricted stock units, dividend equivalent rights, cliff vest, beneficial ownership, +1 more

5 terms

restricted stock units financial

"The number of derivative securities in column 5 reflects 94.6123 dividend equivalent rights at $21.44 per RSU credited to the reporting person's account"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

dividend equivalent rights financial

"Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock"

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

cliff vest financial

"all of which will cliff vest on the earlier of 05/02/26 or the date of Issuer's 2026 Annual Stockholders Meeting"

A cliff vest is a schedule for stock options or restricted shares where no ownership rights are earned until a fixed date, after which a set portion becomes fully owned all at once — like a probation period that suddenly unlocks pay. Investors watch cliff vests because they influence when insiders can sell shares, affect staff retention and dilution timing, and help predict short-term changes in a company’s shareholder makeup.

beneficial ownership financial

"The total direct beneficial ownership reflects a decrease of 1,403 shares due to transfer"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Stock Incentive Plan financial

"These shares were issued to the reporting person pursuant to the Issuer's 2021 Stock Incentive Plan in lieu of Q4 cash retainer"

A stock incentive plan is a company program that gives employees or directors pieces of ownership or the right to buy shares over time, similar to receiving a bonus paid in company stock instead of cash. Investors pay attention because these plans align staff incentives with long‑term company performance but can also dilute existing shareholders and affect reported profits when grants are expensed, so they influence both ownership percentages and financial results.

Form 4 Insider Transactions: What Each Field Means →

04/02/2026 - 04:02 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

REINER GARY M

(Last)

(First)

(Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

1701 E MOSSY OAKS ROAD

(Street)

SPRING

TEXAS

77389

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Hewlett Packard Enterprise Co [ HPE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/31/2026		A		1,795⁽³⁾	A	$23.81	1,795⁽¹⁾	D
Common Stock								86,646⁽²⁾	I	By JPM Chase

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁴⁾	01/16/2026		A		94.6123⁽⁵⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	94.6123	⁽⁵⁾	14,499.0518	D

Explanation of Responses:

1. The total direct beneficial ownership reflects a decrease of 1,403 shares due to transfer of the shares into the reporting person's JP Morgan Chase account on 01/05/26 and 01/06/26.

2. The total indirect beneficial ownership reflects an increase of 1,403 shares due to transfer of the shares previously reported as being held directly by the reporting person into his JP Morgan Chase account on 01/05/26 and 01/06/26.

3. These shares were issued to the reporting person pursuant to the Issuer's 2021 Stock Incentive Plan in lieu of Q4 cash retainer of $42,750 for Issuer's Board Year 2025.

4. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

5. As previously reported, on 05/02/25, the reporting person was granted 14,235 restricted stock units ("RSUs"), all of which will cliff vest on the earlier of 05/02/26 or the date of Issuer's 2026 Annual Stockholders Meeting. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 reflects 94.6123 dividend equivalent rights at $21.44 per RSU credited to the reporting person's account on 01/16/26.

	Jonathan Sturz as Attorney-in-Fact for Gary M. Reiner	04/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did HPE director Gary Reiner acquire in this Form 4 filing for HPE?

Gary Reiner received 1,795 Hewlett Packard Enterprise common shares as a stock grant in lieu of a $42,750 Q4 board cash retainer. He also acquired 94.6123 restricted stock units as dividend equivalent rights credited to an existing RSU award.

How many Hewlett Packard Enterprise shares does Gary Reiner hold directly and indirectly?

After these transactions, Gary Reiner holds 1,795 Hewlett Packard Enterprise common shares directly. He also has 86,646 shares held indirectly through a JP Morgan Chase account, reflecting a transfer of 1,403 shares from his prior direct holdings.

What are the details of Gary Reiner’s RSU position in HPE from this filing?

Reiner’s RSU position relates to a grant of 14,235 restricted stock units that cliff vest on the earlier of May 2, 2026 or HPE’s 2026 annual meeting. Dividend equivalent rights added 94.6123 RSUs at $21.44 per unit, bringing his RSU total to 14,499.0518 units.

Why did Gary Reiner receive HPE shares instead of cash compensation?

The filing states the 1,795 Hewlett Packard Enterprise shares were issued under the 2021 Stock Incentive Plan in lieu of a $42,750 Q4 board cash retainer for the 2025 board year, effectively paying part of his director compensation in equity instead of cash.

Did the Form 4 show any open-market buying or selling of HPE stock by Gary Reiner?

The reported transactions are stock and RSU grants plus a transfer of 1,403 shares into a JP Morgan Chase account. The filing does not show open-market purchases or sales; instead, it reflects compensation awards and an internal transfer between direct and indirect holdings.