HPE Insider Sale: Antonio Neri Disposes 166,666 Shares Under 10b5-1 Plan

Rhea-AI Filing Summary

Antonio F. Neri, Director and President and CEO of Hewlett Packard Enterprise Co (HPE), reported a sale of 166,666 shares of HPE common stock on 09/12/2025 at a weighted average price of $25.034 per share (prices ranged $25.00–$25.09). After the sale, Mr. Neri beneficially owned 1,585,726 shares. The filing notes the transaction was made pursuant to a trading plan adopted on 12/24/2024 and the Form 4 was signed by an attorney-in-fact on 09/16/2025.

Positive

• Transaction executed under a 10b5-1 trading plan adopted 12/24/2024, indicating pre-arranged disposition conditions.
• Substantial remaining insider ownership: 1,585,726 shares remain beneficially owned after the sale, indicating continued alignment with shareholders.

Negative

• Disposition of 166,666 shares reduces the reporting person’s stake.
• Weighted-average sale price $25.034 implies realized proceeds but the filing provides no context about timing or purpose of sale beyond the trading plan.

Insights

Corporate Governance Expert

TL;DR: CEO sold a portion of shares under a pre-established 10b5-1 plan, retaining substantial ownership.

The Form 4 shows a planned disposition of 166,666 HPE shares by Antonio F. Neri on 09/12/2025 at a weighted average price of $25.034, executed under a trading plan adopted 12/24/2024. The report indicates continued significant insider ownership of 1,585,726 shares after the sale, which supports alignment with shareholders. Because the sale is documented as pursuant to a 10b5-1 plan, it is consistent with a pre-arranged program rather than a discretionary sale tied to undisclosed material developments. For governance reviewers, the key facts are the plan adoption date, the number of shares sold, and the post-transaction ownership level.

Securities Analyst

TL;DR: Insider sale is material in size but performed under a rule-based plan; ownership remains sizable.

From a market perspective, the sale of 166,666 shares at ~$25.03 is a clear, disclosed disposition reducing beneficial holdings to 1,585,726 shares. The filing’s explicit reference to the 10b5-1 plan (adopted 12/24/2024) reduces ambiguity about intent. The transaction amount and remaining stake should be considered when assessing insider alignment, but the filing provides no earnings or operational context—only the mechanics and timing of the sale.

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).

X

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^*

Neri Antonio F

(Last) (First) (Middle)

1701 E MOSSY OAKS ROAD

(Street)

SPRING TX 77389

(City) (State) (Zip)

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
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/12/2025		S		166,666	D	$25.034(1)	1,585,726	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price in Column 4 is a weighted average price. The prices ranged from $25.00 to $25.09. Upon request, the reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, information regarding the number of shares at each price within the range.

Remarks:

The reported transaction occurred pursuant to a trading plan adopted on 12/24/24.

	Ki Hoon Kim as Attorney-in-Fact for Antonio F. Neri	09/16/2025
	** 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.

FAQ

What did Antonio F. Neri report on Form 4 for HPE?

He reported selling 166,666 shares of HPE common stock on 09/12/2025 at a weighted average price of $25.034, leaving him with 1,585,726 shares beneficially owned.

Was the insider sale by HPE's CEO part of a 10b5-1 plan?

Yes. The Form 4 states the transaction occurred pursuant to a trading plan adopted on 12/24/2024.

What price range did the sale occur at according to the filing?

The prices ranged from $25.00 to $25.09, with a weighted average of $25.034 per share.

When was the Form 4 signed and filed?

The signature by the attorney-in-fact is dated 09/16/2025. The transaction date reported is 09/12/2025.

How many shares does Antonio F. Neri own after the reported sale?

1,585,726 shares beneficially owned following the reported transaction.