Form 4: Silver Lake Entities Adjust Dell Stock Holdings

Silver Lake entities, including those associated with director Egon Durban, reported sales and in-kind distributions of Dell Technologies Class C Common Stock in early October 2025.

Summary

• Silver Lake entities, including SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors IV, L.P., and Silver Lake Technology Investors V, L.P., sold a total of 19,256 shares of Dell Technologies Class C Common Stock on October 7, 2025.
• The sales were executed at a weighted average price of $154.21 per share, with prices ranging from $154.0005 to $154.65.
• On October 8, 2025, these entities initiated in-kind distributions of 167,275 shares (from SL SPV-2, L.P.), 124,896 shares (from Silver Lake Partners IV, L.P.), and 79,531 shares (from Silver Lake Partners V DE (AIV), L.P.) of Class C Common Stock.
• Certain Class B Common Stock shares were converted into Class C Common Stock on October 6 and 7, 2025, in connection with these sales and distributions.
• Following these transactions, Egon Durban, a director of Dell Technologies and Co-CEO of Silver Lake Group, L.L.C., directly holds 1,166,822 shares of Class C Common Stock and indirectly holds 46,457 shares through a family trust, and 2,055 shares through other entities.
• Silver Lake Group, L.L.C. holds 2,366 shares indirectly.
• An aggregate of 249,043 shares are held by SLTA SPV, SLTA IV, SLTA V, and SLG on behalf of individuals, including Egon Durban, following the distributions.

Sentiment

Score: 5

Explanation: The filing is a factual report of insider transactions (sales and distributions) and does not inherently convey positive or negative sentiment about the company's performance or future prospects. It reflects portfolio management by a significant shareholder.

Positives

• The transactions were made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities (Rule 10b5-1(c)), indicating a pre-arranged and structured approach to managing holdings rather than reactive selling.

Negatives

• Significant sales and distributions by a 10% owner and entities associated with a director could be perceived by the market as a reduction in conviction or a move to diversify holdings.

Risks

• Potential market perception of reduced insider confidence due to the sales and distributions by significant shareholders and a director.

Future Outlook

NA

Industry Context

NA

Related Party Transactions

• In-kind distributions of Class C Common Stock were made to certain employees and managing members of Silver Lake Group, L.L.C. or its affiliates, including director Egon Durban.
• The Reporting Persons, including entities managed by Silver Lake Group, L.L.C. (where Egon Durban is Co-CEO and Managing Member), are 10% owners and have a director (Egon Durban) on Dell's board, making their transactions with Dell or distributions to their own affiliates related party dealings.

Stakeholder Impact

• Shareholders: The sales and distributions by a significant institutional investor and director-affiliated entities could influence market perception and potentially stock price.
• Silver Lake Partners/Affiliates: The in-kind distributions represent a transfer of ownership of Dell shares to their underlying limited partners, employees, and managing members.

Key Dates

Keywords

Dell Technologies, DELL, Silver Lake, Insider Trading, Form 4, Stock Sale, Equity Distribution, Class C Common Stock, Egon Durban, 10b5-1 Plan