Filing Details

Accession Number:
0000899243-17-022008
Form Type:
4
Zero Holdings:
No
Publication Time:
2017-09-13 16:45:12
Reporting Period:
2017-09-11
Accepted Time:
2017-09-13 16:45:12
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1124610 Vmware Inc. VMW Services-Prepackaged Software (7372) 943292913
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1387096 Silver Lake Partners Iii Lp C/O Silver Lake
2775 Sand Hill Road, Suite 100
Menlo Park CA 94025
No No Yes No
1418226 Silver Lake Group, L.l.c. C/O Silver Lake
2775 Sand Hill Road, Suite 100
Menlo Park CA 94025
No No Yes No
1491808 Slta Iii (Gp), L.l.c. C/O Silver Lake
2775 Sand Hill Road, Suite 100
Menlo Park CA 94025
No No Yes No
1491809 Silver Lake Technology Associates Iii, L.p. C/O Silver Lake
2775 Sand Hill Road, Suite 100
Menlo Park CA 94025
No No Yes No
1552054 Silver Lake Partners Iv, L.p. C/O Silver Lake
2775 Sand Hill Road, Suite 100
Menlo Park CA 94025
No No Yes No
1637683 Silver Lake Technology Investors Iii, L.p. C/O Silver Lake
2775 Sand Hill Road, Suite 100
Menlo Park CA
No No Yes No
1651403 Egon Durban C/O Silver Lake Partners,
2775 Sand Hill Road, Suite 100
Menlo Park CA 94025
Yes No No No
1672565 Silver Lake Technology Investors Iv, L.p. C/O Silver Lake
2775 Sand Hill Road, Suite 100
Menlo Park CA 94025
No No Yes No
1672566 Silver Lake Technology Associates Iv, L.p. C/O Silver Lake
2775 Sand Hill Road, Suite 100
Menlo Park CA 94025
No No Yes No
1672568 Slta Iv (Gp), L.l.c. C/O Silver Lake
2775 Sand Hill Road, Suite 100
Menlo Park CA 94025
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Disposition 2017-09-11 2,308,807 $0.00 31,114,287 No 4 S Indirect See footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See footnotes
Footnotes
  1. Under the terms of a stock purchase agreement, dated as of March 29, 2017, as supplemented by purchase commitment supplement no. 2, dated as of August 23, 2017, by and among Dell Technologies Inc. ("Dell Technologies"), EMC Equity Assets LLC, an indirect wholly-owned subsidiary of Dell Technologies, and VMware, Inc. (the "Issuer"), the final price per share will be determined based on the volume-weighted average per share price of the Class A Common Stock as reported on the New York Stock Exchange during a specified reference period, less a discount of 3.5% from that volume-weighted average per share price, and subject to adjustment in certain circumstances as set forth in the stock purchase agreement. The price per share will be set forth in an amendment to this Form 4 report.
  2. The 2,308,807 shares of Class A Common Stock of the Issuer sold in the reported transaction, which is expected to close on September 14, 2017, were held directly by EMC Equity Assets LLC, a direct wholly-owned subsidiary of EMC Corporation ("EMC"). Of the 31,114,287 shares of Class A Common Stock reported in Column 5 of Table I, (a) EMC is the record holder of 10,149,359 shares, (b) VMW Holdco LLC, a direct wholly-owned subsidiary of EMC, is the record holder of 20,000,000 shares, and (c) EMC Equity Assets LLC is the record holder of 964,928 shares.
  3. EMC is directly wholly-owned by Dell Inc., which in turn is indirectly wholly-owned by Dell Technologies through its directly held wholly-owned subsidiary Denali Intermediate Inc. Dell Technologies is owned by investors including Silver Lake Partners III, L.P. ("SLP III"), Silver Lake Technology Investors III, L.P. ("SLTI III"), Silver Lake Partners IV, L.P. ("SLP IV"), Silver Lake Technology Investors IV, L.P. ("SLTI IV") and SLP Denali Co-Invest, L.P. ("SLP Denali," and together with SLP III, SLTI III, SLP IV and SLTI IV, the "Silver Lake Funds").
  4. Silver Lake Group, L.L.C. ("SLG") is the managing member of (i) SLTA III (GP), L.L.C. ("SLTA III GP"), which is the general partner of Silver Lake Technology Associates III, L.P. ("SLTA III"), which is the general partner of SLP III and SLTI III and the managing member of SLP Denali Co-Invest GP, L.L.C. ("SLP Denali GP"), which is the general partner of SLP Denali and (ii) SLTA IV (GP), L.L.C. ("SLTA IV GP"), which is the general partner of Silver Lake Technology Associates IV, L.P. ("SLTA IV", and collectively with the Silver Lake Funds, SLP Denali GP, SLTA III, SLTA III GP, SLTA IV GP and SLG, the "Silver Lake Investors"), which is the general partner of SLP IV and SLTI IV. Egon Durban, who serves as a director of the Issuer, also serves as a Managing Director of SLG.
  5. The Silver Lake Funds have the right, under an agreement with Dell Technologies and other Dell Technologies stockholders, to approve the sale by Dell Technologies or specified subsidiaries of Dell Technologies of any shares of common stock of the Issuer held by them. As a result of the relationships and contractual provisions described above and in footnotes (2), (3) and (4) above, each of the Reporting Persons may be deemed to beneficially own securities of the Issuer held by VMW Holdco LLC, EMC Equity Assets LLC and EMC.
  6. This filing shall not be deemed an admission that the Silver Lake Investors engaged in any transaction subject to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), are subject to Section 16 of the Exchange Act or, for purposes of Section 16 of the Exchange Act or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.