4//SEC Filing
SLP Denali Co-Invest, L.P. 4
Accession 0000899243-19-018770
CIK 0001571996other
Filed
Jul 1, 8:00 PM ET
Accepted
Jul 2, 6:10 AM ET
Size
14.8 KB
Accession
0000899243-19-018770
Insider Transaction Report
Form 4
SLP Denali Co-Invest, L.P.
Director
Transactions
- Exercise/Conversion
Class B Common Stock
2019-06-28−17,650,820→ 17,650,821 total(indirect: Held through SLP Denali Co-Invest, L.P.)→ Class C Common Stock (17,650,820 underlying) - Other
Class C Common Stock
2019-07-02−17,650,820→ 0 total(indirect: Held through SLP Denali Co-Invest, L.P.) - Exercise/Conversion
Class C Common Stock
2019-06-28+17,650,820→ 17,650,820 total(indirect: Held through SLP Denali Co-Invest, L.P.)
SLP Denali Co-Invest GP, L.L.C.
Director
Transactions
- Other
Class C Common Stock
2019-07-02−17,650,820→ 0 total(indirect: Held through SLP Denali Co-Invest, L.P.) - Exercise/Conversion
Class C Common Stock
2019-06-28+17,650,820→ 17,650,820 total(indirect: Held through SLP Denali Co-Invest, L.P.) - Exercise/Conversion
Class B Common Stock
2019-06-28−17,650,820→ 17,650,821 total(indirect: Held through SLP Denali Co-Invest, L.P.)→ Class C Common Stock (17,650,820 underlying)
Footnotes (4)
- [F1]On June 27, 2019, the post-listing lockup period ended for certain shareholders of Dell Technologies Inc. (the "Issuer"). As a result, and as previously described in a Schedule 13D filed on February 19, 2019 by the Reporting Persons and certain of their affiliates, on July 2, 2019, SLP Denali Co-Invest, L.P. ("SLP Denali"), a co-invest vehicle holding common stock of the Issuer solely for the benefit of third party investors co-investing alongside the Silver Lake Partners funds, distributed half its interest, or 17,650,820 shares of Class C Common Stock, pro rata to its participants, who will now hold their shares of Class C Common Stock directly and who will have investment discretion over those shares going forward. The pro rata distribution to these co-investors did not involve any sale or distribution of shares of common stock of the Issuer by the Silver Lake Partners funds, who still retain their full interests.
- [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, par value $0.01 per share of the Issuer (the "Class C Common Stock") at any time, at the election of the holder or automatically upon certain transfers, and has no expiration date. On June 28, 2019, SLP Denali converted 17,650,820 shares of Class B Common Stock into 17,650,820 shares of Class C Common Stock in connection with the distribution described in footnote (1) above. SLP Denali continues to hold the remaining 17,650,821 shares of Class B Common Stock it previously held, and on or about January 2, 2020, pursuant to the terms of its limited partnership agreement, as amended, SLP Denali will distribute all remaining shares of the Issuer's common stock that it then owns pro rata to its participants.
- [F3]These securities are directly held by SLP Denali. The general partner of SLP Denali is SLP Denali Co-Invest GP, L.L.C. ("SLP Denali GP"). The managing member of SLP Denali GP is Silver Lake Technology Associates III, L.P. ("SLTA III"), and the general partner of SLTA III is SLTA III (GP), L.L.C. ("SLTA III GP").
- [F4]Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA III GP. Egon Durban, who serves as a director of the Issuer, also serves as a Managing Director of SLG. Each of SLP Denali and SLP Denali GP may be deemed a director by deputization of the Issuer. This filing shall not be deemed an admission that either of them is a director by deputization nor that the Reporting Persons are otherwise subject to Section 16 of the Exchange Act or, for purposes of Section 16 of the Exchange Act or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
Documents
Issuer
Dell Technologies Inc
CIK 0001571996
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001590159
Filing Metadata
- Form type
- 4
- Filed
- Jul 1, 8:00 PM ET
- Accepted
- Jul 2, 6:10 AM ET
- Size
- 14.8 KB