1 unchanged sentence
Trading Arrangements
−Removed: During the three months ended May 3, 2024, none of the Company’s directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act, or to be effected under any non-Rule 10b5-1 trading arrangement.
+Added: On June 4, 2024 , Yvonne McGill , our Chief Financial Officer , adopted a written plan for the sale of up to 32,000 shares of the Company’s Class C Common Stock that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
+Added: The plan will expire on May 30, 2025 , or on any earlier date on which all of the shares have been sold.
+Added: On July 15, 2024 , Lynn Vojvodich Radakovich , one of our Company director s, adopted a written plan for the sale of up to 17,400 shares of the Company’s Class C Common Stock that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
+Added: The plan will expire on October 15, 2025 , or on any earlier date on which all of the shares have been sold.
+Added: Iran Threat Reduction and Syria Human Rights Act of 2012
+Added: Pursuant to Section 13(r) of the Exchange Act, we are required to disclose in our annual or quarterly reports whether we or any of our affiliates knowingly engaged in certain activities, transactions or dealings relating to Iran or with individuals or entities subject to sanctions under U.S.
+Added: In June 2024, a German subsidiary of Dell Technologies processed a sales order for six standard laptops and docking stations for Ascotec Holding GmbH (“Ascotec”), a German company located in Dusseldorf, Germany that is designated as a Specially Designated National under the Iranian Transactions and Sanctions Regulations.
+Added: The shipment was stopped by the forwarder prior to its delivery to Ascotec, and none of the laptops or docking stations were actually delivered to Ascotec.
+Added: Dell Technologies was not paid for this order, so this activity contributed no gross revenue or net profit to the Company.
+Added: Dell Technologies submitted an initial notification of voluntary disclosure regarding this matter to the Treasury Department’s Office of Foreign Assets Control (“OFAC”) on June 13, 2024 and is cooperating with OFAC in its review of this matter.
+Added: Dell Technologies does not intend to engage in future activity involving Ascotec.
ITEM 6 — EXHIBITS
Number Description
−Removed: Consent to the Extension of Registration Rights Under the Second Amended and Restated Registration Rights Agreement, dated March 25, 2024, among Dell Technologies Inc.
+Added: Consent to the Extension of Registration Rights Under the Second Amended and Restated Registration Rights Agreement, dated June 24, 2024, among Dell Technologies Inc.
and SL SPV-2 L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors V, L.P.
−Removed: 2034 Notes Supplemental Indenture No.
−Removed: 1, dated as of March 18, 2024, among Dell International L.L.C, EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the Commission on March 18, 2024) (Commission File No.
−Removed: Form of Global Note for 5.400% Senior Notes due 2034 (included in Exhibit 4.2)
List of Guarantor Subsidiaries and Issuers of Guaranteed Securities
20 unchanged sentences
(On behalf of registrant and as principal accounting officer)
−Removed: June 11, 2024
+Added: September 10, 2024
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.