Dell Technologies Reports Unregistered Equity Sales

Ticker: DELL · Form: 8-K · Filed: 2024-03-26T00:00:00.000Z

Sentiment: neutral

Topics: equity-sale, filing

Related Tickers: DELL

TL;DR

Dell sold unregistered stock, check the details.

AI Summary

On March 20, 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 or the total dollar amount involved in these sales, but it indicates a transaction occurred under the company's equity incentive plans.

Why It Matters

This filing informs investors about potential dilution or changes in the equity structure resulting from the sale of company stock, which could impact share value.

Risk Assessment

Risk Level: medium — Unregistered sales can sometimes indicate insider activity or a need for capital, which warrants closer investor scrutiny.

Key Players & Entities

FAQ

What specific equity securities were sold?

The filing states 'unregistered sales of equity securities' but does not specify the exact type of securities sold.

Were these sales part of an employee stock option plan?

The filing mentions 'equity incentive plans' as the context for these unregistered sales, suggesting they are related to employee compensation.

What was the total dollar amount of the unregistered sales?

The filing does not disclose the total dollar amount of the unregistered equity securities sold.

How many shares were involved in these unregistered sales?

The filing does not specify the number of shares involved in the unregistered sales.

Under which specific exemption from registration were these securities sold?

The filing does not explicitly state the specific exemption from registration used for these sales.

From the Filing

0001571996-24-000038.txt : 20240326 0001571996-24-000038.hdr.sgml : 20240326 20240326161544 ACCESSION NUMBER: 0001571996-24-000038 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 13 CONFORMED PERIOD OF REPORT: 20240320 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20240326 DATE AS OF CHANGE: 20240326 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: 24783714 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-20240320.htm 8-K dell-20240320 0001571996 false 0001571996 2024-03-20 2024-03-20 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 20, 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 13, 2024, March 14, 2024, March 15, 2024, March 18, 2024, March 19, 2024, March 20, 2024, and March 21, 2024, Dell Technologies Inc. (the “Company”) issued an aggregate of 5,139,967 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. As of Mar

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