Dell Technologies Reports Unregistered Equity Sales

TL;DR

Dell sold unregistered equity, details TBD.

AI Summary

On March 3, 2024, Dell Technologies Inc. filed an 8-K report detailing unregistered sales of equity securities. The filing does not specify the exact number of shares sold or the total dollar amount involved in these transactions.

Why It Matters

This filing indicates Dell Technologies has engaged in equity transactions outside of public markets, which could have implications for share dilution and investor ownership.

Risk Assessment

Risk Level: medium — Unregistered sales can sometimes signal a need for capital or potential dilution, requiring closer monitoring by investors.

Key Players & Entities

• Dell Technologies Inc. (company) — Registrant
• March 3, 2024 (date) — Date of earliest event reported
• March 7, 2024 (date) — Filing date

FAQ

From the Filing

0001571996-24-000012.txt : 20240307 0001571996-24-000012.hdr.sgml : 20240307 20240307165016 ACCESSION NUMBER: 0001571996-24-000012 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 14 CONFORMED PERIOD OF REPORT: 20240303 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20240307 DATE AS OF CHANGE: 20240307 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Dell Technologies Inc. CENTRAL INDEX KEY: 0001571996 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571] ORGANIZATION NAME: 06 Technology IRS NUMBER: 800890963 STATE OF INCORPORATION: DE FISCAL YEAR END: 0202 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37867 FILM NUMBER: 24730919 BUSINESS ADDRESS: STREET 1: ONE DELL WAY CITY: ROUND ROCK STATE: TX ZIP: 78682 BUSINESS PHONE: 800-289-3355 MAIL ADDRESS: STREET 1: ONE DELL WAY CITY: ROUND ROCK STATE: TX ZIP: 78682 FORMER COMPANY: FORMER CONFORMED NAME: Dell Technologies Inc DATE OF NAME CHANGE: 20160825 FORMER COMPANY: FORMER CONFORMED NAME: Denali Holding Inc. DATE OF NAME CHANGE: 20130313 8-K 1 dell-20240303.htm 8-K dell-20240303 0001571996 false 0001571996 2024-03-03 2024-03-03 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 Date of Report (Date of earliest event reported): March 3, 2024   ______________________ Dell Technologies Inc. (Exact name of registrant as specified in its charter)   ______________________ Delaware   001-37867   80-0890963 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.) One Dell Way   Round Rock, Texas 78682 (Address of principal executive offices)   (Zip Code) Registrant’s telephone number, including area code: ( 800 )  289-3355 Not Applicable (Former name or former address, if changed since last report) 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)) ☐ 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 Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class C Common Stock, par value $0.01 per share DELL New York Stock Exchange 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 3.02 Unregistered Sales of Equity Securities. On March 3, 2024 and March 4, 2024, Dell Technologies Inc. (the “Company”) issued an aggregate of 4,625,237 shares of the Company’s Class C common stock (the “Class C Common Stock”) upon conversion of the same number of shares of the Company’s Class B common stock (the “Class B Common Stock”) held by SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., Silver Lake Partners V DE (AIV), L.P. and Silver Lake Technology Investors V, L.P. (collectively, the “Silver Lake Funds”). The Silver Lake Funds reported in filing