[144] Dell Technologies Inc. SEC Filing
Dell Technologies Inc. (NYSE: DELL) 鈥� Form 144 filing dated 06/26/2025
Silver Lake鈥揳ffiliated vehicle SL SPV-2, L.P. has filed a Form 144 notice to sell up to 227,169 shares of Dell Technologies Class C common stock. At the most recent market price implied by the filing, the transaction represents an aggregate market value of approximately US$27.4 million. Relative to Dell鈥檚 339,719,010 shares outstanding, the proposed sale equals around 0.07 % of the float.
The shares were acquired on 06/26/2025 through the conversion of Class B common stock that the filer initially purchased in 2019. Merrill Lynch, Pierce, Fenner & Smith Inc. is listed as the executing broker, and the sale is expected to take place on or after 06/26/2025 on the NYSE.
Prior 3-month activity by Silver Lake entities
- The filing discloses numerous open-market sales between 06/09/2025 and 06/24/2025 by several Silver Lake funds and management companies, totaling about 1.31 million shares of Dell Class C stock.
- Gross proceeds from these previous transactions, calculated from the filing鈥檚 line-item data, exceed US$152 million.
Governance context: Silver Lake and its affiliates remain 鈥渟ignificant stockholders鈥� of Dell, and an executive of a Silver Lake affiliate currently sits on Dell鈥檚 board of directors, according to the remarks section of the filing.
The signer, Justin G. Hamill (Managing Director & Chief Legal Officer), affirms that no undisclosed material adverse information is known to the seller, in line with Rule 144 requirements.
- None.
- None.
Insights
TL;DR 鈥� Silver Lake plans a modest additional share sale; minimal dilution but signals continued stock-holder exit.
The Form 144 shows Silver Lake鈥檚 SL SPV-2 intends to sell 227 k Dell shares (~US$27 m). Added to roughly 1.31 m shares sold earlier in June, Silver Lake has trimmed about 0.45 % of total outstanding stock this month. The absolute size is immaterial to Dell鈥檚 capital structure and should not impact EPS. However, repeated dispositions by a long-term private-equity sponsor can pressure sentiment and raise questions about future overhang. Investors may watch trading volumes around 06/26/2025 for price impact; nevertheless, with 340 m shares outstanding and average daily volume above that figure, near-term dilution risk is negligible.
TL;DR 鈥� Ongoing share sales come from a board-affiliated investor, increasing perception of overhang but within compliance.
The filing underscores that a Silver Lake executive remains on Dell鈥檚 board while affiliates systematically dispose of shares. Rule 144 disclosure is timely and indicates no undisclosed adverse information. Though the sales are small, governance best practice recommends transparency when board-linked investors sell. Continued divestitures could reduce potential conflicts of interest over time but may also lessen Silver Lake鈥檚 strategic influence. No control-changing thresholds are implicated in this notice.
