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AI English summary of an SEC filing — figures as filed

Dell Technologies logoDell Technologies DELL

Dell said it issued Class C common stock on March 3, 2024 and March 4 upon converting 4,625,237 shares of Class B common stock held by the Silver Lake Funds, on a one-for-one basis.

8-KUnregistered Sales of Equity SecuritiesFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Dell said it issued Class C common stock on March 3, 2024 and March 4 upon converting 4,625,237 shares of Class B common stock held by the Silver Lake Funds, on a one-for-one basis.

  2. The company said it issued Class C common stock on March 5, 2024 upon converting 25,000,000 shares of Class A common stock held by Michael S. Dell, and that the issuance was made in part in connection with Mr. Dell's planned open-market sales of 7,000,000 shares.

  3. Dell said that as of January 11, 2024, before the conversions, it had 262,220,998 shares of Class C common stock outstanding, and that Mr. Dell beneficially owned 323,334,081 shares of Class A common stock before the conversions.

  4. The company said holders of Class A and Class B common stock have the right to convert 1 to 1 shares into Class C common stock, and that the issuance was made in reliance on the exemption from registration under Section 3(a)(9) of the Securities Act of 1933.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Conversion of Silver Lake Funds' Class B shares

Dell said it issued Class C common stock on March 3, 2024 and March 4 upon converting 4,625,237 shares of Class B common stock held by the Silver Lake Funds, on a one-for-one basis.

Source · Based on the filing body and exhibits

Michael S. Dell's Class A share conversion

The company said it issued Class C common stock on March 5, 2024 upon converting 25,000,000 shares of Class A common stock held by Michael S. Dell, and that the issuance was made in part in connection with Mr. Dell's planned open-market sales of 7,000,000 shares.

Source · Based on the filing body and exhibits

Class C shares outstanding and holdings before conversion

Dell said that as of January 11, 2024, before the conversions, it had 262,220,998 shares of Class C common stock outstanding, and that Mr. Dell beneficially owned 323,334,081 shares of Class A common stock before the conversions.

Source · Based on the filing body and exhibits

Conversion terms and registration exemption basis

The company said holders of Class A and Class B common stock have the right to convert 1 to 1 shares into Class C common stock, and that the issuance was made in reliance on the exemption from registration under Section 3(a)(9) of the Securities Act of 1933.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.