Dell Technologies Inc.·4

Mar 6, 5:00 PM ET

SLTA V (GP), L.L.C. 4

4 · Dell Technologies Inc. · Filed Mar 6, 2026

Research Summary

AI-generated summary of this filing

Updated

Dell (DELL) 10% Owner SLTA V (GP) Sells Shares

What Happened

  • SLTA V (GP), L.L.C., a Silver Lake-related 10% owner of Dell Technologies (DELL), recorded large transactions March 4–6, 2026. The entity exercised/converted a total of 697,553 shares (conversion of Class B to Class C per the filing) on March 4 and sold approximately 514,417 shares in open-market trades for aggregate proceeds of about $75.5 million.
  • The filing also shows other dispositions (labeled “J”) on March 5 totaling 371,482 shares (values not reported in the Form 4), which the footnotes describe as part of in‑kind distributions of Class C shares. Several of the receipt/distribution items were exempt from reporting under Rule 16a‑13.

Key Details

  • Transaction dates: March 4–6, 2026.
  • Open-market sale prices: weighted-average sales produced proceeds ≈ $75.5M; reported price ranges per footnotes: roughly $146.48–$147.67 (multiple transactions). Some later small sales on Mar 6 at $146.75.
  • Derivative activity: Code M entries show conversion/exercise (Class B → Class C) of 697,553 shares on Mar 4; matching derivative disposals reported at $0 reflect conversion mechanics.
  • Other dispositions: 168,047 + 124,213 + 79,222 = 371,482 shares shown as “Other” on Mar 5 (in‑kind distributions; amounts exempt from reporting).
  • Shares owned after transaction: the Form 4 does not list a simple post-transaction total for SLTA V (GP); footnotes describe related holdings and exempt distributions (see footnotes F1–F3, F11–F13).
  • Notable footnotes: Rule 16a‑13 exemptions for in‑kind distributions (F1, F11–F13); conversion of Class B to Class C (F2); price ranges and weighted averages (F14, F15); relationship to Silver Lake and Egon Durban noted (F9).
  • Filing timeliness: filed March 6, 2026 for transactions through March 4–6 — no late-filing flag indicated.

Context

  • These transactions involve a 10% institutional owner and related Silver Lake entities, not a straightforward executive open‑market trade; some shares were distributed in‑kind and exempt from immediate reporting. The conversion of Class B to Class C shares (derivative code M) followed by sales is essentially a conversion plus sale rather than a cash purchase. As always, these filings are factual records of transactions and do not by themselves indicate the motivations behind the trades.

Insider Transaction Report

Form 4
Period: 2026-03-04
SLTA V (GP), L.L.C.
Director10% Owner
Transactions
  • Exercise/Conversion

    Class C Common Stock

    [F1][F2][F3][F9]
    2026-03-04+267,863351,095 total(indirect: Held through SL SPV-2, L.P.)
  • Exercise/Conversion

    Class C Common Stock

    [F1][F2][F4][F9]
    2026-03-04+274,976336,406 total(indirect: Held through Silver Lake Partners IV, L.P.)
  • Exercise/Conversion

    Class C Common Stock

    [F1][F2][F5][F9]
    2026-03-04+148,844188,111 total(indirect: Held through Silver Lake Partners V DE (AIV), L.P.)
  • Exercise/Conversion

    Class C Common Stock

    [F1][F2][F6][F9]
    2026-03-04+4,0464,046 total(indirect: Held through Silver Lake Technology Investors IV, L.P.)
  • Exercise/Conversion

    Class C Common Stock

    [F1][F2][F7][F9]
    2026-03-04+1,8241,824 total(indirect: Held through Silver Lake Technology Investors V, L.P.)
  • Sale

    Class C Common Stock

    [F3][F9]
    2026-03-04$146.50/sh79,343$11,623,750271,752 total(indirect: Held through SL SPV-2, L.P.)
  • Sale

    Class C Common Stock

    [F4][F9]
    2026-03-04$146.50/sh91,977$13,474,631244,429 total(indirect: Held through Silver Lake Partners IV, L.P.)
  • Sale

    Class C Common Stock

    [F5][F9]
    2026-03-04$146.50/sh47,199$6,914,654140,912 total(indirect: Held through Silver Lake Partners V DE (AIV), L.P.)
  • Sale

    Class C Common Stock

    [F6][F9]
    2026-03-04$146.50/sh1,754$256,9612,292 total(indirect: Held through Silver Lake Technology Investors IV, L.P.)
  • Sale

    Class C Common Stock

    [F7][F9]
    2026-03-04$146.50/sh791$115,8821,033 total(indirect: Held through Silver Lake Technology Investors V, L.P.)
  • Sale

    Class C Common Stock

    [F14][F3][F9]
    2026-03-04$147.08/sh103,705$15,252,931168,047 total(indirect: Held through SL SPV-2, L.P.)
  • Sale

    Class C Common Stock

    [F14][F4][F9]
    2026-03-04$147.08/sh120,216$17,681,369124,213 total(indirect: Held through Silver Lake Partners IV, L.P.)
  • Sale

    Class C Common Stock

    [F14][F5][F9]
    2026-03-04$147.08/sh61,690$9,073,36579,222 total(indirect: Held through Silver Lake Partners V DE (AIV), L.P.)
  • Sale

    Class C Common Stock

    [F14][F6][F9]
    2026-03-04$147.08/sh2,292$337,1070 total(indirect: Held through Silver Lake Technology Investors IV, L.P.)
  • Sale

    Class C Common Stock

    [F14][F7][F9]
    2026-03-04$147.08/sh1,033$151,9340 total(indirect: Held through Silver Lake Technology Investors V, L.P.)
  • Other

    Class C Common Stock

    [F1][F2][F3][F9]
    2026-03-05168,0470 total(indirect: Held through SL SPV-2, L.P.)
  • Other

    Class C Common Stock

    [F1][F2][F4][F9]
    2026-03-05124,2130 total(indirect: Held through Silver Lake Partners IV, L.P.)
  • Other

    Class C Common Stock

    [F1][F2][F5][F9]
    2026-03-0579,2220 total(indirect: Held through Silver Lake Partners V DE (AIV), L.P.)
  • Sale

    Class C Common Stock

    [F15][F8][F9]
    2026-03-06$146.75/sh2,366$347,2110 total(indirect: Held through Silver Lake Group, L.L.C.)
  • Sale

    Class C Common Stock

    [F15][F10]
    2026-03-06$146.75/sh2,051$300,9840 total(indirect: See footnote)
  • Exercise/Conversion

    Class B Common Stock

    [F2][F1][F3][F9]
    2026-03-04267,86319,448,288 total(indirect: Held through SL SPV-2, L.P.)
    Class C Common Stock (267,863 underlying)
  • Exercise/Conversion

    Class B Common Stock

    [F2][F1][F4][F9]
    2026-03-04274,97619,964,642 total(indirect: Held through Silver Lake Partners IV, L.P.)
    Class C Common Stock (274,976 underlying)
  • Exercise/Conversion

    Class B Common Stock

    [F2][F1][F5][F9]
    2026-03-04148,84410,806,836 total(indirect: Held through Silver Lake Partners V DE (AIV), L.P.)
    Class C Common Stock (148,844 underlying)
  • Exercise/Conversion

    Class B Common Stock

    [F2][F1][F6][F9]
    2026-03-044,046293,746 total(indirect: Held through Silver Lake Technology Investors IV, L.P.)
    Class C Common Stock (4,046 underlying)
  • Exercise/Conversion

    Class B Common Stock

    [F2][F1][F7][F9]
    2026-03-041,824132,463 total(indirect: Held through Silver Lake Technology Investors V, L.P.)
    Class C Common Stock (1,824 underlying)
Holdings
  • Class C Common Stock

    [F11]
    (indirect: See footnote)
    42,066
  • Class C Common Stock

    [F12]
    1,240,587
  • Class C Common Stock

    [F13]
    (indirect: See footnote)
    51,542
Footnotes (15)
  • [F1]SL SPV-2, L.P. ("SPV-2"), Silver Lake Partners IV, L.P. ("SLP IV"), Silver Lake Partners V DE (AIV), L.P. ("SLP V") and certain of their respective affiliates sold certain shares of Class C Common Stock, par value $0.01 per share ("Class C Common Stock") of Dell Technologies Inc. (the "Issuer") on March 4, 2026 and initiated in-kind distributions of shares of Class C Common Stock on March 5, 2026. The receipt of shares of Class C Common Stock by each of the Reporting Persons in connection with such distributions was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
  • [F10]These shares of Common Stock were held by entities in which Mr. Durban may be deemed to have an indirect pecuniary interest including shares received in connection with the distributions of shares of Class C Common Stock on March 5, 2026. The receipt of such shares of Class C Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
  • [F11]In connection with the distributions described in footnote (1) above, pro rata distributions of certain shares were initiated to certain employees and managing members of SLG or its affiliates, including Egon Durban. This amount reflects 7,940, 4,750 and 29,376 shares held by SLTA SPV, SLTA V and SLG, respectively, on behalf of such individuals, including shares distributed in the March 5, 2026 distributions. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
  • [F12]Represents shares of Class C Common Stock held by Mr. Durban immediately following the receipt of shares in connection with the distributions of shares of Class C Common Stock on March 5, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
  • [F13]Represents shares of Class C Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members, including shares received in connection with the distributions of shares of Class C Common Stock on March 5, 2026. The receipt of such shares of Class C Common Stock indirectly by Mr. Durban was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
  • [F14]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $146.75 to $147.67 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  • [F15]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $146.48 to $147.02 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  • [F2]Each share of Class B Common Stock, par value $0.01 per share of the Issuer (the "Class B Common Stock") is convertible into one share of Class C Common Stock at any time, at the election of the holder or automatically upon certain transfers, and has no expiration date. On March 4 2026, certain of the Reporting Persons converted shares of Class B Common Stock into an equal number of shares of Class C Common Stock in connection with the sales and distributions described in footnote (1) above.
  • [F3]These securities are directly held by SPV-2. The general partner of SPV-2 is SLTA SPV-2, L.P. ("SLTA SPV") and the general partner of SLTA SPV is SLTA SPV-2 (GP), L.L.C. ("SLTA SPV GP").
  • [F4]These securities are directly held by SLP IV. The general partner of SLP IV is Silver Lake Technology Associates IV, L.P. ("SLTA IV") and the general partner of SLTA IV is SLTA IV (GP), L.L.C. ("SLTA IV GP").
  • [F5]These securities are directly held by SLP V. The general partner of SLP V is Silver Lake Technology Associates V, L.P. ("SLTA V") and the general partner of SLTA V is SLTA V (GP), L.L.C. ("SLTA V GP").
  • [F6]These securities are directly held by Silver Lake Technology Investors IV, L.P. The general partner of Silver Lake Technology Investors IV, L.P. is SLTA IV and the general partner of SLTA IV is SLTA IV GP.
  • [F7]These securities are directly held by Silver Lake Technology Investors V, L.P. The general partner of Silver Lake Technology Investors V, L.P. is SLTA V and the general partner of SLTA V is SLTA V GP.
  • [F8]Reflects shares held by Silver Lake Group, L.L.C. ("SLG"). Shares held includes shares of Class C Common Stock received in connection with the pro rata distributions described herein on March 5, 2026. The receipt of such shares of Class C Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
  • [F9]SLG is the managing member of SLTA SPV GP, SLTA IV GP and SLTA V GP. Egon Durban, who serves as a director of the Issuer, also serves as a Co-CEO and Managing Member of SLG. Each of the Reporting Persons may be deemed a director by deputization of the Issuer.

Documents

1 file
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    ownership.xmlPrimary

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