Form 4: HPE insider sale of 40,000 shares and RSU dividend-equivalent accrual

Rhea-AI Filing Summary

Gary M. Reiner, a director of Hewlett Packard Enterprise Company (HPE), reported the sale of 40,000 shares of HPE common stock executed on 09/15/2025 at a weighted-average price of $24.5762 per share. After this sale, the reporting person directly beneficially owned 83,869 shares via a JPMorgan Chase account, reflecting an internal transfer of 1,650 shares from direct to indirect ownership earlier in August.

The report also shows an acquisition credit of 88.8406 dividend-equivalent rights on 07/17/2025 related to previously granted restricted stock units (14,235 RSUs granted on 05/02/2025 that cliff vest no later than 05/02/2026). Each RSU represents a contingent right to one share and dividend equivalents accrue as dividends are paid.

Positive

• Transparent reporting: The director disclosed the sale and transfers on Form 4, meeting Section 16 reporting obligations.
• Equity compensation clarity: The filing reiterates RSU grant size (14,235 RSUs) and cliff vesting timeline, and documents dividend-equivalent accruals.

Negative

• Insider sale of 40,000 shares: A significant disposition at a weighted-average price of $24.5762 reduces direct share ownership.
• Shift to indirect ownership: Movement of 1,650 shares into a JPMorgan Chase account changes the reported ownership structure.

Insights

Securities Analyst

TL;DR: Director sold 40,000 HPE shares at ~$24.58, shifted a small block of shares to an institutional account and received dividend equivalents on RSUs.

The transaction is a standard insider sale reported on Form 4 showing a sizable disposition of 40,000 shares at a weighted-average price of $24.5762. The filing documents an internal transfer of 1,650 shares from direct to indirect ownership via a JPMorgan Chase account and records dividend-equivalent credits (88.8406) tied to previously granted RSUs that cliff vest in 2026. For investors, this is a compliance disclosure rather than an operational update; it documents liquidity actions by a director and the mechanics of equity compensation.

Corporate Governance Expert

TL;DR: Disclosure reflects routine insider reporting and equity compensation mechanics, with no new governance events disclosed.

The Form 4 cites a reported sale and internal transfers consistent with standard reporting obligations under Section 16. It also reconfirms the existence and vesting schedule of the director's RSU grant and the accrual of dividend equivalents. There are no indications in the filing of departures, new arrangements, or other governance actions that would materially change oversight or control.

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

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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 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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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								0(1)	D
Common Stock	09/15/2025		S		40,000	D	$24.5762(3)	83,869(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(4)	07/17/2025		A		88.8406(5)		(5)	(5)	Common Stock	88.8406	(5)	14,323.8406	D

Explanation of Responses:

1. The total direct beneficial ownership reflects a decrease of 1,650 shares due to transfer of the shares into the reporting person's JP Morgan Chase account on 08/05/25.

2. The total indirect beneficial ownership reflects an increase of 1,650 shares due to transfer of the shares previously reported as being held directly by the reporting person into his JP Morgan Chase account on 08/05/25.

3. The price in Column 4 is a weighted average price. The prices ranged from $24.5600 to $24.5950. 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.

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 88.8406 dividend equivalent rights at $20.83 per RSU credited to the reporting person's account on 07/17/25.

	Ki Hoon Kim as Attorney-in-Fact for Gary M. Reiner	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 HPE director Gary M. Reiner transact according to this Form 4?

The director sold 40,000 shares of HPE common stock on 09/15/2025 at a weighted-average price of $24.5762 per share.

How did the reported ownership change after the transactions?

Following the sale and transfers, the reporting person beneficially owned 83,869 shares indirectly via a JPMorgan Chase account.

Were any equity awards reported in this filing?

Yes. The filing records 88.8406 dividend-equivalent rights credited on 07/17/2025 tied to a prior grant of 14,235 RSUs that cliff vest by 05/02/2026.

What price range composed the weighted-average sale price?

The weighted-average price of $24.5762 was derived from trade prices ranging from $24.5600 to $24.5950.

Does the Form 4 indicate any changes to corporate governance or executive roles?

No. The filing documents securities transactions and equity compensation details; it does not disclose any changes in governance roles or officer status.