Silver Lake Amends Dell 13D Filing, Updates Ownership Status
Ticker: DELL · Form: SC 13D/A · Filed: Jan 18, 2024 · CIK: 1571996
| Field | Detail |
|---|---|
| Company | Dell Technologies INC. (DELL) |
| Form Type | SC 13D/A |
| Filed Date | Jan 18, 2024 |
| Risk Level | low |
| Pages | 16 |
| Reading Time | 20 min |
| Key Dollar Amounts | $0.01 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: insider-ownership, amendment, institutional-investor
TL;DR
**Silver Lake updated its Dell ownership filing, watch for potential shifts in their stake.**
AI Summary
Silver Lake Group, L.L.C. filed an Amendment No. 5 to their Schedule 13D for Dell Technologies Inc. on January 16, 2024. This filing updates their beneficial ownership of Dell's Class C Common Stock, par value $0.01 per share. While the filing itself doesn't detail specific transactions, it indicates a change in their ownership status or intent, which is important for investors as Silver Lake is a significant long-term holder and their actions can signal confidence or concerns about Dell's future performance.
Why It Matters
This filing signals an update in a major institutional investor's position in Dell, which can influence market perception and potentially the stock price.
Risk Assessment
Risk Level: low — This is an informational update from a major investor, not an event that inherently poses high risk to the company or its stock.
Analyst Insight
Investors should monitor future 13D/A filings from Silver Lake for Dell Technologies Inc. to identify any significant changes in their ownership percentage or stated intentions, as these could signal a shift in their investment strategy or outlook on Dell.
Key Numbers
- Amendment No. 5 — Amendment Number (Indicates this is the fifth update to Silver Lake's initial Schedule 13D filing for Dell Technologies Inc.)
- January 16, 2024 — Date of Event (The date of the event that required the filing of this Schedule 13D/A.)
- 24703L202 — CUSIP Number (The unique identification number for Dell Technologies Inc.'s Class C Common Stock.)
Key Players & Entities
- Silver Lake Group, L.L.C. (company) — the filing person and a major investor in Dell Technologies Inc.
- Dell Technologies Inc. (company) — the subject company whose Class C Common Stock is being reported on.
- Andrew J. Schader, Esq. (person) — authorized to receive notices for Silver Lake.
- Kenneth B. Wallach, Esq. (person) — legal counsel for Silver Lake from Simpson Thacher & Bartlett LLP.
- $0.01 (dollar_amount) — par value per share of Dell's Class C Common Stock.
Forward-Looking Statements
- Silver Lake will continue to be a significant long-term holder of Dell Technologies Inc. stock. (Silver Lake Group, L.L.C.) — high confidence, target: 2025-01-16
- Dell Technologies Inc. will maintain its current Class C Common Stock structure. (Dell Technologies Inc.) — medium confidence, target: 2025-01-16
FAQ
What type of stock is the subject of this SC 13D/A filing?
The filing concerns Dell Technologies Inc.'s Class C Common Stock, which has a par value of $0.01 per share, as stated in the 'Title of Class of Securities' section.
Who is the filing person for this SC 13D/A?
The filing person is Silver Lake Group, L.L.C., as indicated in the 'FILED BY' section of the filing.
What is the date of the event that triggered this filing?
The date of the event which required the filing of this statement is January 16, 2024, as specified in the filing.
Where is Silver Lake Group, L.L.C.'s business address?
Silver Lake Group, L.L.C.'s business address is 2775 Sand Hill Road, Suite 100, Menlo Park, CA 94025, according to the 'BUSINESS ADDRESS' section for the filing entity.
What is the CUSIP number for the securities reported in this filing?
The CUSIP number for Dell Technologies Inc.'s Class C Common Stock is 24703L202, as listed in the filing.
Filing Stats: 4,877 words · 20 min read · ~16 pages · Grade level 6.2 · Accepted 2024-01-18 08:02:56
Key Financial Figures
- $0.01 — suer) Class C Common Stock, par value $0.01 per share (Title of Class of Securiti
Filing Documents
- d714986dsc13da.htm (SC 13D/A) — 244KB
- 0001193125-24-009705.txt ( ) — 246KB
Identity and Background
Item 2. Identity and Background
of the
Item 2 of the Schedule 13D is hereby amended and supplemented as follows: The information set forth in amended and restated Annex A hereto is incorporated by reference in this amended Item 2.
Purpose of Transaction
Item 4. Purpose of Transaction
of the Schedule 13D is hereby amended and supplemented as follows
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: Effective as of September 26, 2023, Mr. Simon Patterson, a Managing Director of Silver Lake, resigned as a member of the board of directors of the Issuer.
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer
(a) (c) and (e) of the Schedule 13D is hereby amended and restated as follows
Item 5(a) (c) and (e) of the Schedule 13D is hereby amended and restated as follows: The information contained in rows 7, 8, 9, 10, 11 and 13 on each of the cover pages of this Schedule 13D and the information set forth or incorporated in Items 2, 3 and 6 is incorporated by reference in its entirety into this Item 5. (a) (b) The Reporting Persons may be deemed to beneficially own an aggregate of 86,204,307 shares of the Issuers Class C Common Stock, which constitutes approximately 12.1% of the total outstanding common stock of the Issuer, based on 711,601,111 shares of common stock outstanding in the aggregate as of December 5, 2023 as set forth in the Issuers Quarterly Report on Form 10-Q, filed on December 8, 2023. 14 record of: (1) Class A Common Stock is entitled to 10 votes per share of Class A Common Stock; (2) Class B Common Stock is entitled to 10 votes per share of Class B Common Stock; (3) Class C Common Stock is entitled to one vote per share of Class C Common Stock; and (4) Class D Common Stock is not entitled to any vote on any matter except to the extent required by provisions of Delaware law (in which case such holder is entitled to one vote per share of Class D Common Stock), in the case of each of (1) through (4), which is outstanding in such holders name on the books of the Issuer and which is entitled to vote. The board of directors of the Issuer has a class consisting of the Group I Directors and a class consisting of the Group IV Directors (each as defined in the Issuers certificate of incorporation, as amended). The holders of shares of all series of common stock outstanding will vote as one class with respect to the election of all Group I Directors and the holders of Class C Common Stock will vote separately as a series with respect to the election of the Group IV Director. Except as may otherwise be provided in the Issuers certificat
Signatures
Signatures After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: January 18, 2024 SL SPV-2, L.P. By: SLTA SPV-2, L.P., its general partner By: SLTA SPV-2 (GP), L.L.C., its general partner By: Silver Lake Group, L.L.C., its managing member By: /s/ Andrew J. Schader Name: Andrew J. Schader Title: Managing Director and General Counsel SLTA SPV-2, L.P. By: SLTA SPV-2 (GP), L.L.C., its general partner By: Silver Lake Group, L.L.C., its managing member By: /s/ Andrew J. Schader Name: Andrew J. Schader Title: Managing Director and General Counsel SLTA SPV-2 (GP), L.L.C. By: Silver Lake Group, L.L.C., its managing member By: /s/ Andrew J. Schader Name: Andrew J. Schader Title: Managing Director and General Counsel Silver Lake Partners IV, L.P. By: Silver Lake Technology Associates IV, L.P., its general partner By: SLTA IV (GP), L.L.C., its general partner By: Silver Lake Group, L.L.C., its managing member By: /s/ Andrew J. Schader Name: Andrew J. Schader Title: Managing Director and General Counsel Silver Lake Technology Investors IV, L.P. By: Silver Lake Technology Associates IV, L.P., its general partner By: SLTA IV (GP), L.L.C., its general partner By: Silver Lake Group, L.L.C., its managing member By: /s/ Andrew J. Schader Name: Andrew J. Schader Title: Managing Director and General Counsel Silver Lake Technology Associates IV, L.P. By: SLTA IV (GP), L.L.C., its general partner By: Silver Lake Group, L.L.C., its managing member By: /s/ Andrew J. Schader Name: Andrew J. Schader Title: Managing Director and General Counsel SLTA IV (GP), L.L.C. By: Silver Lake Group, L.L.C., its managing member By: /s/ Andrew J. Schader Name: Andrew J. Schader Title: Managing Director and General Counsel Silver