| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 08/05/2023 |
3. Issuer Name and Ticker or Trading Symbol
Dell Technologies Inc. [ DELL ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class C Common Stock | 181,620(1) | D | |
| Class C Common Stock | 6,954 | I | By spouse |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Explanation of Responses: |
| 1. Amount consists of (a) 111,797 shares of Class C common stock and (b) 69,823 unvested restricted stock units ("RSUs") as follows: (i) 41,235 unvested RSUs of an award granted on August 20, 2020, which vests in full on August 20, 2023, (ii) 4,246 unvested RSUs of an award granted on March 15, 2021, which vests in full on March 15, 2024, (iii) 7,680 unvested RSUs of an award granted on March 15, 2022, which vests in two equal installments on the second and third anniversaries of such grant date, and (iv) 16,662 unvested RSUs of an award granted on March 15, 2023, which vests in three equal installments on the first, second and third anniversaries of such grant date. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ James Williamson, Attorney-in-Fact | 08/09/2023 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
Limited Power of Attorney for Section 16 Reporting Obligations
The undersigned hereby constitutes and appoints Christopher A. Garcia and James Williamson as the undersigned’s true and lawful attorneys-in-fact to:
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(1)
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execute for and on behalf of the undersigned reports on Forms 3, 4 and 5 relating to Dell Technologies Inc. in accordance with
Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, and any amendment to any such report;
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(2)
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do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the
execution of any such report on Form 3, 4, or 5 or amendment thereto and the timely filing of such report with the Securities and Exchange Commission and any other authority; and
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(3)
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take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may
be of benefit to, in the best interest of, or legally required by, the undersigned.
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The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform all and every
act and thing whatsoever requisite, necessary or advisable to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers
herein granted. The undersigned acknowledges that (a) each such attorney-in-fact is serving in such capacity at the request of the undersigned and neither the Company nor any of such attorneys-in-fact assumes any liability for the responsibilities of
the undersigned to comply with the requirements of Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), any liability of the undersigned for any failure to comply with such requirements, or any liability of the
undersigned for disgorgement of profits under Section 16(b) of the Exchange Act, and (b) this power of attorney does not relieve the undersigned from responsibility for compliance with the obligations of the undersigned under Section 16 of the
Exchange Act, including, without limitation, the reporting requirements under Section 16 of the Exchange Act. This power of attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with
respect to the undersigned’s holdings of or transactions in securities issued by Dell Technologies Inc., unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this power of attorney to be executed as of August 8, 2023.
/s/ Yvonne McGill
Name: Yvonne McGill