Silver Lake Group, L.L.C. 4
4 · Dell Technologies Inc. · Filed Mar 6, 2026
Research Summary
AI-generated summary of this filing
Dell (DELL) Silver Lake GP (10% Owner) Sells ~514K Shares
What Happened
- SLTA IV (GP), L.L.C., a Silver Lake affiliate and reported 10% owner, converted 697,553 Class B shares into Class C common stock on March 4, 2026 (derivative conversion/exercise). Following the conversion, the filing shows open-market sales of 514,417 Class C shares on March 4 and March 6, 2026, generating approximately $75.53 million in gross proceeds.
- In addition, Silver Lake initiated pro rata in‑kind distributions of Class C shares on March 5, 2026, totaling 371,482 shares (no cash proceeds). The filing notes that receipt of those distributed shares was exempt from reporting under Rule 16a-13.
Key Details
- Transaction dates: March 4–6, 2026. Open-market sales executed March 4 and March 6; in‑kind distributions initiated March 5.
- Sale details: 514,417 shares sold in multiple trades at prices around $146.50–$147.08 (weighted average); gross proceeds ≈ $75.53M. Footnotes indicate actual trade prices ranged roughly $146.48–$147.67.
- Conversions: 697,553 shares reported as exercised/converted (Class B → Class C) on March 4 (reported as derivative transactions). Several of those converted shares were sold or distributed.
- In‑kind distributions: 371,482 shares distributed March 5; recipients’ receipt was Rule 16a‑13 exempt.
- Shares owned after transaction: not specified in the Form 4 summary provided.
- Filing timeliness: Form 4 filed March 6, 2026 for transactions on March 4–6; appears to be filed within the usual Section 16 reporting window.
- Other notes: filing was submitted jointly by Silver Lake reporting persons; footnotes tie these transactions to Silver Lake entities and (in related filings) to Egon Durban and other affiliates. The filing disclaims beneficial ownership except to the extent of any pecuniary interest.
Context
- These transactions are primarily institutional activity by a reported 10% owner (Silver Lake affiliate), not an individual executive purchase. The “M” codes reflect conversion/exercise of convertible shares (Class B → Class C) rather than typical stock option cash purchases — many converted shares were immediately sold or distributed. Receipts of distributed shares were reported as exempt under Rule 16a‑13, which often covers in‑kind distributions to affiliates or employees and does not imply a separate purchase.
Insider Transaction Report
Form 4
SLTA IV (GP), L.L.C.
Director10% Owner
Transactions
- Exercise/Conversion
Class C Common Stock
[F1][F2][F3][F9]2026-03-04+267,863→ 351,095 total(indirect: Held through SL SPV-2, L.P.) - Exercise/Conversion
Class C Common Stock
[F1][F2][F4][F9]2026-03-04+274,976→ 336,406 total(indirect: Held through Silver Lake Partners IV, L.P.) - Exercise/Conversion
Class C Common Stock
[F1][F2][F5][F9]2026-03-04+148,844→ 188,111 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+4,046→ 4,046 total(indirect: Held through Silver Lake Technology Investors IV, L.P.) - Exercise/Conversion
Class C Common Stock
[F1][F2][F7][F9]2026-03-04+1,824→ 1,824 total(indirect: Held through Silver Lake Technology Investors V, L.P.) - Sale
Class C Common Stock
[F3][F9]2026-03-04$146.50/sh−79,343$11,623,750→ 271,752 total(indirect: Held through SL SPV-2, L.P.) - Sale
Class C Common Stock
[F4][F9]2026-03-04$146.50/sh−91,977$13,474,631→ 244,429 total(indirect: Held through Silver Lake Partners IV, L.P.) - Sale
Class C Common Stock
[F5][F9]2026-03-04$146.50/sh−47,199$6,914,654→ 140,912 total(indirect: Held through Silver Lake Partners V DE (AIV), L.P.) - Sale
Class C Common Stock
[F6][F9]2026-03-04$146.50/sh−1,754$256,961→ 2,292 total(indirect: Held through Silver Lake Technology Investors IV, L.P.) - Sale
Class C Common Stock
[F7][F9]2026-03-04$146.50/sh−791$115,882→ 1,033 total(indirect: Held through Silver Lake Technology Investors V, L.P.) - Sale
Class C Common Stock
[F14][F3][F9]2026-03-04$147.08/sh−103,705$15,252,931→ 168,047 total(indirect: Held through SL SPV-2, L.P.) - Sale
Class C Common Stock
[F14][F4][F9]2026-03-04$147.08/sh−120,216$17,681,369→ 124,213 total(indirect: Held through Silver Lake Partners IV, L.P.) - Sale
Class C Common Stock
[F14][F5][F9]2026-03-04$147.08/sh−61,690$9,073,365→ 79,222 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/sh−2,292$337,107→ 0 total(indirect: Held through Silver Lake Technology Investors IV, L.P.) - Sale
Class C Common Stock
[F14][F7][F9]2026-03-04$147.08/sh−1,033$151,934→ 0 total(indirect: Held through Silver Lake Technology Investors V, L.P.) - Other
Class C Common Stock
[F1][F2][F3][F9]2026-03-05−168,047→ 0 total(indirect: Held through SL SPV-2, L.P.) - Other
Class C Common Stock
[F1][F2][F4][F9]2026-03-05−124,213→ 0 total(indirect: Held through Silver Lake Partners IV, L.P.) - Other
Class C Common Stock
[F1][F2][F5][F9]2026-03-05−79,222→ 0 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/sh−2,366$347,211→ 0 total(indirect: Held through Silver Lake Group, L.L.C.) - Sale
Class C Common Stock
[F15][F10]2026-03-06$146.75/sh−2,051$300,984→ 0 total(indirect: See footnote) - Exercise/Conversion
Class B Common Stock
[F2][F1][F3][F9]2026-03-04−267,863→ 19,448,288 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]2026-03-04−274,976→ 19,964,642 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]2026-03-04−148,844→ 10,806,836 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]2026-03-04−4,046→ 293,746 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]2026-03-04−1,824→ 132,463 total(indirect: Held through Silver Lake Technology Investors V, L.P.)→ Class C Common Stock (1,824 underlying)
Holdings
- 42,066(indirect: See footnote)
Class C Common Stock
[F11] - 1,240,587
Class C Common Stock
[F12] - 51,542(indirect: See footnote)
Class C Common Stock
[F13]
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.