SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Amendment No. 1)
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 20, 2023
Dell Technologies Inc.
(Exact name of registrant as specified in its charter)
|Delaware|| ||001-37867|| ||80-0890963|
|(State or other jurisdiction|
| ||(IRS Employer|
|One Dell Way|| |
|(Address of principal executive offices)|| ||(Zip Code)|
Registrant’s telephone number, including area code: (800) 289-3355
(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.
(d) On September 26, 2023, Dell Technologies Inc. (the “Company”) filed a Current Report on Form 8-K reporting that the Board of Directors (the “Board”) of the Company had appointed Mr. Steven M. Mollenkopf to the Board effective September 27, 2023. At the time of the filing of the Form 8-K disclosing his appointment, the Board had not determined Mr. Mollenkopf’s Board committee assignments.
On September 28, 2023, the Board established a new Compensation Committee and, upon the recommendation of the Board’s Nominating and Governance Committee, the Board appointed Mr. Mollenkopf to the Compensation Committee effective September 29, 2023. The Board determined that Mr. Mollenkopf satisfies the additional independence requirements for service on the Compensation Committee.
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: October 2, 2023|
Dell Technologies Inc.
|By:||/s/ Christopher A. Garcia|
|Christopher A. Garcia|
Senior Vice President and Assistant Secretary
| (Duly Authorized Officer)|