Summary
This 8-K filing from Dell Technologies Inc. (DELL) on December 12, 2019, reports on an unregistered sale of equity securities. Specifically, on December 11, 2019, the Company issued 7,700,000 shares of its Class A common stock to Chairman and CEO Michael Dell upon his partial exercise of a stock option. This transaction resulted in gross proceeds of approximately $105.9 million for the Company. This event is significant as it involves the CEO acquiring a substantial number of shares through an option exercise. The issuance was conducted under a private offering exemption, meaning these shares were not registered with the SEC. Following this exercise, Mr. Dell still has the option to purchase an additional 3,209,091 shares of Class A common stock, indicating potential future equity transactions.
Key Highlights
- 1Dell Technologies Inc. issued 7,700,000 shares of Class A common stock on December 11, 2019.
- 2The shares were issued to Chairman and CEO Michael Dell.
- 3The issuance resulted from Mr. Dell's partial exercise of a stock option.
- 4The exercise price for the option was $13.75 per share.
- 5Dell Technologies received gross proceeds of $105.9 million from the option exercise.
- 6The issuance was made in reliance on the private offering exemption (Section 4(a)(2)) of the Securities Act of 1933.
- 7Michael Dell retains the option to purchase an additional 3,209,091 shares of Class A common stock.