4//SEC Filing
DELL MICHAEL S 4
Accession 0001062993-25-001733
CIK 0001468666other
Filed
Feb 4, 7:00 PM ET
Accepted
Feb 5, 4:26 PM ET
Size
6.9 KB
Accession
0001062993-25-001733
Insider Transaction Report
Form 4
SecureWorks CorpSCWX
DELL MICHAEL S
Director10% Owner
Transactions
- Disposition from Tender
Class B Common Stock
2025-02-03−70,000,000→ 0 total(indirect: See footnote)→ Class A Common Stock (70,000,000 underlying)
Footnotes (3)
- [F1]Each share of Class B common stock, par value $0.01 per share (the "Class B Common Stock") of SecureWorks Corp. (the "Company") is convertible into one share of Class A common stock, par value $0.01 per share (the "Class A Common Stock") of the Company at any time, at the holder's option, and has no expiration date.
- [F2]On February 3, 2025, SecureWorks Corp. (the "Issuer") completed the previously announced transaction with Sophos Inc., pursuant to the Agreement and Plan of Merger dated as of October 21, 2024 (the "Merger Agreement"), whereby Sophos Inc. indirectly acquired the Issuer (the "Merger"). In connection with the Merger, each share of Class B Common Stock of the Issuer was canceled and converted into the right to receive an amount in cash equal to $8.50, without interest and less any applicable withholding taxes.
- [F3]The shares of Class B common stock are directly owned by Dell Marketing L.P. ("DMLP"). DMLP's sole general partner is Dell Marketing GP L.L.C., which is wholly owned by Dell Marketing Corporation, which in turn is indirectly wholly owned by Dell Technologies Inc. through its directly and indirectly held wholly owned subsidiaries Denali Intermediate Inc., Dell Inc. and Dell International L.L.C. The reporting person may be deemed to beneficially own securities beneficially owned by DMLP by virtue of his ownership of a majority of the voting securities of Dell Technologies Inc.
Issuer
SecureWorks Corp
CIK 0001468666
Entity typeother
Related Parties
1- filerCIK 0000908724
Filing Metadata
- Form type
- 4
- Filed
- Feb 4, 7:00 PM ET
- Accepted
- Feb 5, 4:26 PM ET
- Size
- 6.9 KB