Document
false0001571996 0001571996 2019-12-02 2019-12-02


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549  
FORM 8-K

 CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 2, 2019
 ______________________
Dell Technologies Inc.
(Exact name of registrant as specified in its charter)
 ______________________
Delaware
 
001-37867
 
80-0890963
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
One Dell Way
 
 
Round Rock
 
 
Texas
 
78682
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (800289-3355
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class C Common Stock, par value $0.01 per share
DELL
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.






Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(c) On December 2, 2019, Dell Technologies Inc. (the “Company”) announced the appointment of Jeffrey W. Clarke as its Chief Operating Officer and Vice Chairman, a newly created position, effective as of December 2, 2019. Mr. Clarke most recently served as the Company’s Vice Chairman, Products and Operations, and will retain his current responsibilities.
Any information regarding Mr. Clarke required by Items 401(b), (d), (e) and Item 404(a) of Regulation S-K is disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended February 1, 2019, filed with the Securities and Exchange Commission (the “SEC”) on March 29, 2019.
Item 7.01.     Regulation FD Disclosure.
On December 2, 2019, the Company issued a press release announcing the appointment of Mr. Clarke as Chief Operating Officer as well as certain other changes to the Company’s executive leadership team. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated in this Item 7.01 by reference.

In accordance with General Instruction B.2. of Form 8-K, the information contained in this Item 7.01, including Exhibit 99.1 to this report, is being “furnished” to the SEC and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under such section. Further, such information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act of 1934, as amended, unless specifically identified as being incorporated therein by reference.
Item 9.01    Financial Statements and Exhibits.

(d)  Exhibits.

The following documents are herewith filed or furnished as exhibits to this report:
Exhibit
Number
  
Description
  
104
 
Cover Page Interactive Data File — the cover page XBRL tags are embedded within the Inline XBRL document.


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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: December 2, 2019
 
Dell Technologies Inc.
 
By:
/s/ Robert Potts
 
 
Robert Potts
Senior Vice President and Assistant Secretary
 
 
(Duly Authorized Officer)


3
Exhibit


Exhibit 99.1

https://cdn.kscope.io/0fb3da42b17a956f432540317b443ba9-delltechlogoprmbluegryrgba04.jpg

Dell Technologies Names Jeff Clarke as Chief Operating Officer

Bill Scannell to lead Global Sales, following decision by Marius Haas,
Chief Commercial Officer, to retire from the company

ROUND ROCK, TX - Dec. 2, 2019 - Dell Technologies (NYSE:DELL) announces Jeff Clarke as its chief operating officer (COO) and vice chairman. Most recently, Clarke served as vice chairman of Products & Operations.

“Jeff has been a trusted advisor to me for more than 30 years,” said Michael Dell, chairman and CEO, Dell Technologies. “Jeff is well regarded by the industry, our board, key stakeholders and team members. The way he intersects our technology vision with operational excellence makes him the ideal COO and partner.”

As COO, Clarke will retain his current responsibilities leading Client Solutions Group, Infrastructure Solutions Group, Global Supply Chain and working with Pat Gelsinger, VMware CEO, to drive innovation and integration across Dell Technologies. In his expanded role, Clarke will have oversight of day-to-day business operations working closely with Dell and the Dell Technologies’ executive leadership team (ELT). Clarke and the ELT continue to report to the CEO.

Dell Technologies also informed its team today of Chief Commercial Officer Marius Haas’ decision to retire from the company at the end of this fiscal year. Bill Scannell, currently president of Enterprise Sales and Customer Operations, will add Commercial and Partner Sales to his responsibilities and become the new president of the combined Sales organization.

“Marius’ contributions to Dell Technologies will far outlast the seven years he has been with the company. I thank him for his leadership and wish him all the best as he begins this next chapter,” said Dell. “Given this change, we have the perfect opportunity to consolidate our sales organizations under the leadership of Bill Scannell. Bill is an outstanding leader, known for his customer-first mindset, who will ensure the best experience for our customers and team as we make this transition.”

About Dell Technologies
Dell Technologies (NYSE:DELL) is a unique family of businesses that helps organizations and individuals build their digital future and transform how they work, live, and play. The company provides customers with the industry’s broadest and most innovative technology and services portfolio spanning from edge to core to cloud.