Form 4: Silver Lake Entities Distribute Dell Class C Shares

Silver Lake entities, including funds and affiliates, initiated in-kind distributions of Dell Technologies Class C Common Stock to their partners and related parties.

Summary

• Reporting persons, including various Silver Lake entities and Egon Durban, filed a Form 4 regarding changes in beneficial ownership of Dell Technologies Inc. Class C Common Stock.
• On March 25, 2026, SL SPV-2, L.P., Silver Lake Partners IV, L.P., and Silver Lake Partners V DE (AIV), L.P. initiated in-kind distributions of Dell Class C Common Stock.
• SL SPV-2, L.P. disposed of 152,324 shares, Silver Lake Partners IV, L.P. disposed of 112,991 shares, and Silver Lake Partners V DE (AIV), L.P. disposed of 72,261 shares.
• Following these distributions, these specific entities reported 0 shares beneficially owned.
• Egon Durban, a director of Dell and Co-CEO and Managing Member of Silver Lake Group, L.L.C., directly holds 1,284,190 shares and indirectly holds 52,865 shares through a trust for family members.
• Silver Lake Group, L.L.C. holds 2,928 shares directly.
• An additional 94,529 shares are held by SLTA SPV, SLTA V, and SLG on behalf of certain employees and managing members, including Mr. Durban.
• The receipt of shares by reporting persons in connection with these distributions was exempt from reporting under Rule 16a-13 of the Exchange Act.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event for Dell's operational performance, primarily reflecting an internal ownership restructuring within Silver Lake. The increased direct ownership by Egon Durban could be seen as a minor positive for insider alignment.

Positives

• Egon Durban, a Dell director and Co-CEO of Silver Lake Group, L.L.C., now directly holds 1,284,190 shares of Dell Class C Common Stock, indicating continued significant personal investment and alignment with shareholder interests.

Negatives

• Specific Silver Lake funds (SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Partners V DE (AIV), L.P.) reduced their direct beneficial ownership of Dell Class C Common Stock to 0 shares through in-kind distributions, which could be interpreted as a step towards eventual divestment by these particular funds.

Future Outlook

This Form 4 does not contain forward-looking statements or guidance regarding Dell Technologies Inc.'s future performance or operations, focusing solely on changes in beneficial ownership by Silver Lake entities.

Management Comments

• The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.
• This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.

Industry Context

StockSavvy.ai notes that Form 4 filings are routine disclosures for insider ownership changes. The in-kind distribution by Silver Lake entities reflects a common practice for private equity firms to distribute portfolio company shares to their limited partners or affiliates as an exit strategy or internal restructuring, rather than an open market sale. This move by Silver Lake, a prominent technology investor, suggests a shift in how its various funds hold Dell shares, potentially consolidating ownership or distributing it to individual partners, including key personnel like Egon Durban.

Comparison to Industry Standards

• This filing is a standard regulatory disclosure for insider transactions. The in-kind distribution method is a common practice for private equity firms like Silver Lake when managing their portfolio company holdings, particularly as an investment matures. There are no specific comparable companies or projects mentioned in the filing to assess against industry benchmarks.

Related Party Transactions

• In-kind distributions of Dell Class C Common Stock were made by SL SPV-2, L.P., Silver Lake Partners IV, L.P., and Silver Lake Partners V DE (AIV), L.P. to their respective affiliates, employees, and managing members, including Egon Durban. These transactions are between entities and individuals considered related parties within the Silver Lake ecosystem.

Stakeholder Impact

• Shareholders: The distributions represent a shift in the beneficial ownership structure of a significant institutional investor (Silver Lake). While not an open market sale, it could precede future market activity by the recipients of the distributed shares.
• Management: Egon Durban, a director, has increased his direct beneficial ownership, potentially strengthening his alignment with shareholder interests.

Next Steps

• The filing does not explicitly mention future actions or milestones for Dell Technologies Inc. related to these ownership changes.

Key Dates

Recommendation

This Form 4 reports an internal restructuring of Dell Class C Common Stock ownership by Silver Lake entities, including distributions to affiliates and Egon Durban. It does not provide new information on Dell's operational performance or financial health. While the reduction in direct fund holdings by some Silver Lake entities could be interpreted in various ways, the increased direct ownership by director Egon Durban suggests continued insider confidence. Without further operational or strategic news, the filing alone does not warrant a change from a 'hold' position, as it primarily reflects an ownership transition rather than a fundamental shift in the company's prospects.

Keywords

Dell Technologies, DELL, Silver Lake, Form 4, Beneficial Ownership, Insider Transaction, Class C Common Stock, Egon Durban, Equity Distribution