Form 4: Silver Lake Funds & Director Sell Dell Shares

Silver Lake affiliated entities and director Egon Durban reported significant sales and in-kind distributions of Dell Technologies Class C Common Stock totaling over 400,000 shares in early October 2025.

Summary

• Silver Lake affiliated entities and director Egon Durban reported the disposition of 406,658 shares of Dell Technologies Inc. Class C Common Stock through sales and in-kind distributions.
• On October 1, 2025, 217,547 shares of Class C Common Stock were sold at a weighted average price of $147.09 per share (ranging from $146.96 to $147.5336).
• Also on October 1, 2025, an additional 102 shares of Class C Common Stock were sold at a weighted average price of $148.76 per share (ranging from $148.76 to $148.77).
• On October 2, 2025, 2,220 shares of Class C Common Stock were sold at a weighted average price of $146.07 per share (ranging from $146.03 to $146.13).
• In-kind distributions of 186,789 shares of Class C Common Stock were initiated on October 2, 2025, from SL SPV-2, L.P., Silver Lake Partners IV, L.P., and Silver Lake Partners V DE (AIV), L.P. to their respective affiliates and individuals, including Egon Durban.
• The receipt of shares by reporting persons in connection with these distributions was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.
• Conversions of Class B Common Stock into an equal number of Class C Common Stock occurred on October 1, 2025, in connection with these sales and distributions.
• The reporting persons, including SLTA IV (GP), L.L.C., Silver Lake Group, L.L.C., and Egon Durban, are identified as Directors and/or 10% Owners of Dell Technologies Inc.

Sentiment

Score: 3

Explanation: The filing reports substantial insider selling by a major institutional investor and a director, which is generally perceived as a negative signal regarding future stock performance or confidence in the company.

Negatives

• Significant insider selling by a major institutional investor (Silver Lake) and a director (Egon Durban) can be perceived as a negative signal regarding the company's future prospects.

Risks

• Potential negative market perception and investor sentiment due to substantial insider selling by a key institutional holder and director.
• The dispositions could signal a strategic reduction in exposure to Dell Technologies by Silver Lake, potentially impacting investor confidence.

Future Outlook

The filing does not contain any forward-looking statements or guidance from Dell Technologies Inc. management.

Management Comments

• 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 the footnotes.

Industry Context

This Form 4 filing reports specific insider transactions by a major institutional investor and a director of Dell Technologies. It does not directly relate to broader industry trends but reflects a strategic decision by Silver Lake regarding its investment in Dell.

Related Party Transactions

• The reported transactions involve sales and distributions of Dell Technologies Class C Common Stock by entities affiliated with Silver Lake Group, L.L.C., which is a 10% owner and has a director (Egon Durban) on Dell's board. These are considered related party transactions due to the insider status of the reporting persons.

Stakeholder Impact

• Shareholders may interpret the significant insider selling as a negative signal, potentially leading to downward pressure on the stock price.
• Employees, customers, suppliers, and creditors are unlikely to be directly impacted by this specific insider transaction report.

Next Steps

• The Reporting Persons have committed to providing full information on the specific prices of shares sold within the reported ranges upon request from the Issuer, security holders, or the SEC staff.

Key Dates

Recommendation

The substantial disposition of over 400,000 shares by a major institutional investor (Silver Lake) and a director (Egon Durban) through sales and distributions suggests a reduction in conviction or a strategic exit. This insider selling activity typically signals a negative outlook for the stock, prompting a 'sell' recommendation for investors to consider reducing their exposure, especially given the scale of the transactions.

Keywords

Dell Technologies, DELL, Form 4, insider selling, Silver Lake, Egon Durban, beneficial ownership, stock disposition, Class C Common Stock, institutional investor