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Item 1. Financial Statements

2025-09-08 compared with 2025-06-10 · 242 added, 172 removed, 1048 unchanged (28% of the section changed)

ITEM 1 — FINANCIAL STATEMENTS (UNAUDITED)

C ondensed C onsolidated Statements of Financial Position as of May 2, 2025 and January 31, 2025

C ondensed C onsolidated Statements of Income for the three months ended May 2, 2025 and May 3, 2024

C ondensed C onsolidated Statements of Comprehensive Income for the three months ended May 2 , 2025 and May 3, 2024

C ondensed C onsolidated Statements of Cash Flows for the three months ended May 2, 2025 and May 3, 2024

C ond ensed C onsolidated Statements of Stockholders’ Equity (Deficit) for the three months ended May 2, 2025 and May 3, 2024

Condensed Consolidated Statements of Financial Position as of August 1 , 2025 and January 31, 2025

Condensed Consolidated Statements of Income for the three and six months ended August 1 , 2025 and August 2 , 2024

Condensed Consolidated Statements of Comprehensive Income for the three and six months ended August 1 , 2025 and August 2 , 2024

Condensed Consolidated Statements of Cash Flows for the six months ended August 1 , 2025 and August 2 , 2024

Condensed Consolidated Statements of Stockholders’ Equity (Deficit) for the three and six months ended August 1 , 2025 and Au gust 2 , 2024

Notes to the Condensed Consolidated Financial Statements

20 unchanged sentences

(in millions;

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

Current assets:

1 unchanged sentence

Accounts receivable, net of allowance of $ 83 and $ 63

15,023 10,298

Short-term financing receivables, net of allowance of $ 80 and $ 78

27 unchanged sentences

Treasury stock at cost ( 11,419 ) ( 8,502 )

Accumulated deficit ( 567 ) ( 1,160 )

Retained earnings (accumulated deficit) 231 ( 1,160 )

Accumulated other comprehensive loss ( 710 ) ( 939 )

8 unchanged sentences

(in millions, except per share amounts;

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

Products $ 23,935 $ 18,954 $ 41,534 $ 35,081

17 unchanged sentences

Net income attributable to Dell Technologies Inc.

$ 1,164 $ 887 $ 2,129 $ 1,884

Earnings per share attributable to Dell Technologies Inc.

5 unchanged sentences

(in millions;

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

Net income $ 1,164 $ 882 $ 2,129 $ 1,874

7 unchanged sentences

Recognition of actuarial net gains (losses) from pension and other postretirement plans — ( 1 ) ( 1 ) 1

Reclassification adjustments for net (gains) losses from pension and other postretirement plans — ( 1 )

Net change in actuarial net gains (losses) from pension and other postretirement plans ( 1 ) 1

Total other comprehensive income (loss), net of tax expense (benefit) of $( 22 ) and $ 7 , respectively

Reclassification adjustments for net gains from pension and other postretirement plans — — — ( 1 )

Net change in actuarial net losses from pension and other postretirement plans — ( 1 ) ( 1 ) —

Total other comprehensive income (loss), net of tax expense (benefit) of $ 13 and $ 0 , respectively, and $( 9 ) and $ 7 , respectively

216 ( 59 ) 221 ( 64 )

Comprehensive income, net of tax 1,380 823 2,350 1,810

1 unchanged sentence

Comprehensive income attributable to Dell Technologies Inc.

$ 1,380 $ 828 $ 2,350 $ 1,820

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

2 unchanged sentences

(in millions;

Three Months Ended

May 2, 2025 May 3, 2024

Six Months Ended

August 1, 2025 August 2, 2024

Cash flows from operating activities:

20 unchanged sentences

Cash flows from financing activities:

Proceeds from the issuance of common stock 1 1

Repurchases of common stock ( 2,920 ) ( 1,425 )

15 unchanged sentences

Common Stock and Capital in Excess of Par Value Treasury Stock

Issued Shares Amount Shares Amount Accumulated Deficit Accumulated Other Comprehensive Income (Loss) Dell Technologies

Three Months Ended August 1, 2025 Issued Shares Amount Shares Amount Retained Earnings

(Accumulated Deficit) Accumulated Other Comprehensive Income (Loss) Dell Technologies

Stockholders’ Equity (Deficit) Non-Controlling Interests Total Stockholders’ Equity (Deficit)

Balances as of February 2, 2024 821 $ 8,926 116 $ ( 5,900 ) $ ( 4,453 ) $ ( 800 ) $ ( 2,227 ) $ 95 $ ( 2,132 )

Net income (loss) — — — — 997 — 997 ( 5 ) 992

Balances as of May 2, 2025 843 $ 8,957 160 $ ( 10,488 ) $ ( 567 ) $ ( 926 ) $ ( 3,024 ) $ — $ ( 3,024 )

Net income — — — — 1,164 — 1,164 — 1,164

Dividends and dividend equivalents declared

($ 0.525 per common share)

— — — — ( 366 ) — ( 366 ) — ( 366 )

Foreign currency translation adjustments — — — — — 58 58 — 58

Cash flow hedges, net change — — — — — 158 158 — 158

Pension and other post-retirement — — — — — — — — —

Issuance of common stock, net of shares repurchased for employee tax withholding — ( 4 ) — — — — ( 4 ) — ( 4 )

Stock-based compensation expense — 179 — — — — 179 — 179

Treasury stock repurchases — — 8 ( 931 ) — — ( 931 ) — ( 931 )

Balances as of August 1, 2025 843 $ 9,132 168 $ ( 11,419 ) $ 231 $ ( 710 ) $ ( 2,766 ) $ — $ ( 2,766 )

Common Stock and Capital in Excess of Par Value Treasury Stock

Six Months Ended August 1, 2025 Issued Shares Amount Shares Amount Retained Earnings

(Accumulated Deficit) Accumulated Other Comprehensive Income (Loss) Dell Technologies

Stockholders’ Equity (Deficit) Non-Controlling Interests Total Stockholders’ Equity (Deficit)

Balances as of January 31, 2025 834 $ 9,119 138 $ ( 8,502 ) $ ( 1,160 ) $ ( 939 ) $ ( 1,482 ) $ 95 $ ( 1,387 )

Net income — — — — 2,129 — 2,129 — 2,129

Dividends and dividend equivalents declared ($ 1.05 per common share)

6 unchanged sentences

Treasury stock repurchases — — 30 ( 2,917 ) — — ( 2,917 ) — ( 2,917 )

Impact from equity transactions of non-controlling interests — ( 7 ) — — — — ( 7 ) 1 ( 6 )

Balances as of May 3, 2024 833 $ 8,606 123 $ ( 6,622 ) $ ( 3,787 ) $ ( 805 ) $ ( 2,608 ) $ 99 $ ( 2,509 )

Sale of SecureWorks Corp.

— — — — — 8 8 ( 95 ) ( 87 )

Balances as of August 1, 2025 843 $ 9,132 168 $ ( 11,419 ) $ 231 $ ( 710 ) $ ( 2,766 ) $ — $ ( 2,766 )

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

3 unchanged sentences

Common Stock and Capital in Excess of Par Value Treasury Stock

Issued Shares Amount Shares Amount Accumulated Deficit Accumulated Other Comprehensive Income (Loss) Dell Technologies

Three Months Ended August 2, 2024 Issued Shares Amount Shares Amount Retained Earnings

(Accumulated Deficit) Accumulated Other Comprehensive Income (Loss) Dell Technologies

Stockholders’ Equity (Deficit) Non-Controlling Interests Total Stockholders’ Equity (Deficit)

Balances as of January 31, 2025 834 $ 9,119 138 $ ( 8,502 ) $ ( 1,160 ) $ ( 939 ) $ ( 1,482 ) $ 95 $ ( 1,387 )

Net income — — — — 965 — 965 — 965

Balances as of May 3, 2024 833 $ 8,606 123 $ ( 6,622 ) $ ( 3,787 ) $ ( 805 ) $ ( 2,608 ) $ 99 $ ( 2,509 )

Net income (loss) — — — — 887 — 887 ( 5 ) 882

Dividends and dividend equivalents declared ($ 0.445 per common share)

6 unchanged sentences

Treasury stock repurchases — — 5 ( 712 ) — — ( 712 ) — ( 712 )

Sale of SecureWorks Corp.

Impact from equity transactions of non-controlling interests — 5 — — — — 5 ( 6 ) ( 1 )

Balances as of August 2, 2024 833 $ 8,782 128 $ ( 7,334 ) $ ( 3,223 ) $ ( 864 ) $ ( 2,639 ) $ 97 $ ( 2,542 )

Common Stock and Capital in Excess of Par Value Treasury Stock

Six Months Ended August 2, 2024 Issued Shares Amount Shares Amount Retained Earnings

(Accumulated Deficit) Accumulated Other Comprehensive Income (Loss) Dell Technologies

Stockholders’ Equity (Deficit) Non-Controlling Interests Total Stockholders’ Equity (Deficit)

Balances as of February 2, 2024 821 $ 8,926 116 $ ( 5,900 ) $ ( 4,453 ) $ ( 800 ) $ ( 2,227 ) $ 95 $ ( 2,132 )

Net income (loss) — — — — 1,884 — 1,884 ( 10 ) 1,874

Dividends and dividend equivalents declared ($ 0.89 per common share)

— — — — ( 654 ) — ( 654 ) — ( 654 )

Balances as of May 2, 2025 843 $ 8,957 160 $ ( 10,488 ) $ ( 567 ) $ ( 926 ) $ ( 3,024 ) $ — $ ( 3,024 )

Foreign currency translation adjustments — — — — — ( 94 ) ( 94 ) — ( 94 )

Cash flow hedges, net change — — — — — 30 30 — 30

Issuance of common stock, net of shares repurchased for employee tax withholding 12 ( 526 ) — — — — ( 526 ) — ( 526 )

Stock-based compensation expense — 384 — — — — 384 17 401

Treasury stock repurchases — — 12 ( 1,434 ) — — ( 1,434 ) — ( 1,434 )

Impact from equity transactions of non-controlling interests — ( 2 ) — — — — ( 2 ) ( 5 ) ( 7 )

Balances as of August 2, 2024 833 $ 8,782 128 $ ( 7,334 ) $ ( 3,223 ) $ ( 864 ) $ ( 2,639 ) $ 97 $ ( 2,542 )

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

9 unchanged sentences

These Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

In the opinion of management, the accompanying Condensed Consolidated Financial Statements reflect all adjustments of a normal recurring nature considered necessary to fairly state the financial position of the Company as of May 2, 2025 and January 31, 2025 and the results of its operations, corresponding comprehensive income, changes in stockholders’ equity (deficit), and cash flows for the three months ended May 2, 2025 and May 3, 2024.

In the opinion of management, the accompanying Condensed Consolidated Financial Statements reflect all adjustments of a normal recurring nature considered necessary to fairly state the financial position of the Company as of August 1, 2025 and January 31, 2025 and the results of its operations, corresponding comprehensive income, changes in stockholders’ equity (deficit) for the three and six months ended August 1, 2025 and August 2, 2024, and cash flows for the six months ended August 1, 2025 and August 2, 2024.

The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and the accompanying Notes.

Actual results could differ materially from those estimates.

The results of its operations, corresponding comprehensive income, and changes in stockholders’ equity (deficit) and cash flows for the three months ended May 2, 2025 and May 3, 2024 are not necessarily indicative of the results to be expected for the full fiscal year or for any other fiscal period.

The results of its operations, corresponding comprehensive income, and changes in stockholders’ equity (deficit) for the three and six months ended August 1, 2025 and August 2, 2024, and cash flows for the six months ended August 1, 2025 and August 2, 2024 are not necessarily indicative of the results to be expected for the full fiscal year or for any other fiscal period.

The Company’s fiscal year is the 52- or 53-week period ending on the Friday nearest January 31.

17 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Accordingly, as described in Note 1 and Note 22 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2025, the Company has revised its previously issued Condensed Consolidated Financial Statements, as applicable, as of and for the three months ended May 3, 2024.

A summary of the corrections to the impacted financial statement line items to the Company’s previously issued Condensed Consolidated Financial Statements is presented in Note 17 of these Notes to the Condensed Consolidated Financial Statements.

Secureworks — On February 3, 2025, the sale of Secureworks to Sophos Inc., an affiliate of Thoma Bravo, L.P., was completed in an all-cash transaction for a purchase price of approximately $ 0.9 billion.

The Company received total cash consideration for the equity interest held in Secureworks of approximately $ 0.6 billion, resulting in a gain on sale recorded of $ 0.2 billion recognized in interest and other, net in the Condensed Consolidated Statements of Income for the three months ended May 2, 2025.

Prior to the sale, Secureworks’ operating results were included within Corporate and other and did not qualify for presentation as a discontinued operation.

5 unchanged sentences

The Company enters into these arrangements in the ordinary course of its business.

Transactions with related parties were immaterial for the three months ended May 2, 2025 and May 3, 2024.

Transactions with related parties were immaterial for the three and six months ended August 1, 2025 and August 2, 2024.

Recently Issued Accounting Pronouncements

Expense Disaggregation Disclosures — In November 2024, the Financial Accounting Standards Board (“FASB”) issued guidance to improve disclosures about a public entity’s expenses by requiring disclosure of additional information about the types of expenses commonly presented in the financial statements on an annual and interim basis.

Expense Disaggregation Disclosures — In November 2024, the Financial Accounting Standards Board (the “FASB”) issued guidance to improve disclosures about a public entity’s expenses by requiring disclosure of additional information about the types of expenses commonly presented in the financial statements on an annual and interim basis.

Public entities must adopt the new guidance for fiscal years beginning after December 15, 2026, with early adoption permitted.

9 unchanged sentences

The following table presents the Company’s hierarchy for its assets and liabilities measured at fair value on a recurring basis as of the dates indicated:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total

9 unchanged sentences

Money Market Funds — The Company’s investment in money market funds that are classified as cash equivalents hold underlying investments with a weighted average maturity of 90 days or less and are recognized at fair value.

The valuations of these securities are based on quoted prices for identical assets in active markets, when available, or pricing models whereby all significant inputs are observable, can be derived from, or can be corroborated by, observable market data.

The valuations of these securities are based on quoted prices for identical assets in active markets, when available, or pricing models whereby all significant inputs are observable, or can be derived from, or corroborated by, observable market data.

The Company reviews security pricing and assesses money market fund liquidity on a quarterly basis.

As of May 2, 2025, the Company’s portfolio had no material exposure to money market funds with a fluctuating net asset value.

As of August 1, 2025, the Company’s portfolio had no exposure to money market funds with a fluctuating net asset value.

Marketable Equity and Other Securities — The Company’s investments in equity and other securities that are measured at fair value on a recurring basis consist of strategic investments in publicly-traded companies.

6 unchanged sentences

Assets and liabilities associated with the plans are measured at fair value using Level 1 inputs.

Assets were the same as liabilities associated with the plans at approximately $ 238 million and $ 244 million as of May 2, 2025 and January 31, 2025, respectively, and are included in other assets and other liabilities on the Condensed Consolidated Statements of Financial Position.

Assets were the same as liabilities associated with the plans at approximately $ 256 million and $ 244 million as of August 1, 2025 and January 31, 2025, respectively, and are included in other assets and other liabilities on the Condensed Consolidated Statements of Financial Position.

The net impact on the Condensed Consolidated Statements of Income is not material since changes in the fair value of the assets substantially offset changes in the fair value of the liabilities.

8 unchanged sentences

Carrying Value and Estimated Fair Value of Outstanding Debt — The following table presents the carrying value and estimated fair value of the Company’s outstanding debt as described in Note 6 of the Notes to the Condensed Consolidated Financial Statements, including the current portion, as of the dates indicated:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

Carrying Value Fair Value Carrying Value Fair Value

8 unchanged sentences

The Company has strategic investments in equity and other securities as well as immaterial investments in fixed income debt securities that are primarily recorded as long-term investments in the Condensed Consolidated Statements of Financial Position.

As of May 2, 2025 and January 31, 2025, total investments were $ 1.6 billion and $ 1.5 billion, respectively.

As of August 1, 2025 and January 31, 2025, total investments were $ 1.6 billion and $ 1.5 billion, respectively.

Equity and other securities include strategic investments in marketable and non-marketable securities.

1 unchanged sentence

Investments in non-marketable equity and other securities primarily represent early-stage companies without readily determinable fair values.

The Company has elected to apply the measurement alternative for non-marketable securities.

Under the alternative, the Company measures investments without readily determinable fair values at cost, less impairment, adjusted for observable price changes.

The Company has elected to apply the measurement alternative for non-marketable securities which allows investments without readily determinable fair values to be measured at cost, less impairment, adjusted for observable price changes.

The Company makes a separate election to use the alternative for each eligible investment and is required to reassess at each reporting period whether an investment qualifies for the alternative.

2 unchanged sentences

The following table presents the cost, cumulative unrealized gain, cumulative unrealized loss, and carrying value of the Company's strategic investments in marketable and non-marketable equity and other securities as of the dates indicated:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

Cost Unrealized Gain Unrealized Loss Carrying Value Cost Unrealized Gain Unrealized Loss Carrying Value

5 unchanged sentences

The following table presents unrealized gains and losses on marketable and non-marketable equity and other securities for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

4 unchanged sentences

Unrealized loss ( 17 ) — ( 23 ) ( 31 )

Net unrealized gain (loss) on equity and other securities (a) (b) $ 15 $ ( 35 )

Net unrealized loss (a) (b) ( 17 ) — ( 1 ) ( 31 )

Net unrealized loss on equity and other securities $ ( 17 ) $ ( 1 ) $ ( 2 ) $ ( 37 )

____________________

(a) For the three months ended May 2, 2025, net unrealized gains on non-marketable securities were primarily attributable to upward adjustments for observable price changes offset by losses attributable to impairments.

(b) For the three months ended May 3, 2024, net unrealized losses on non-marketable securities were primarily attributable to downward adjustments for observable price changes.

(a) For the three and six months ended August 1, 2025, net unrealized losses on non-marketable securities were primarily attributable to downward adjustments for observable price changes and impairments.

For the six months ended August 1, 2025, net unrealized losses were also offset by unrealized gains primarily attributable to upward adjustments for observable price changes.

(b) For the six months ended August 2, 2024, unrealized losses on non-marketable securities were attributable to downward adjustments for observable price changes.

DELL TECHNOLOGIES INC.

2 unchanged sentences

The Company offers or arranges a portfolio of payment and consumption solutions and services for its customers globally, including utility, subscription, as-a-Service, leases, and loans designed to match customers' consumption and financing preferences, and provide operational and financial flexibility.

To support financing solutions and services as part of the portfolio, Dell Financial Services and its affiliates (“DFS”) originates, collects, and services customer financing arrangements primarily related to the purchase and use of Dell Technologies products and services.

In some cases, the Company also offers financing for the purchase of third-party technology products that complement the Dell Technologies portfolio of products and services.

New financing originations were $ 1.6 billion and $ 1.9 billion for the three months ended May 2, 2025 and May 3, 2024, respectively.

To support financing solutions and services as part of the Dell Technologies portfolio, Dell Financial Services and its affiliates (“DFS”) originates, collects, and services customer financing arrangements primarily related to the purchase and use of Dell Technologies products and services.

In some cases, the Company also offers financing for the purchase of third-party technology products that complement the portfolio of products and services.

New financing originations were $ 2.4 billion for both the three months ended August 1, 2025 and August 2, 2024, and $ 4.0 billion and $ 4.3 billion for the six months ended August 1, 2025 and August 2, 2024, respectively.

The Company’s financing arrangements with customers are aggregated primarily as fixed-term leases and loans as described below.

2 unchanged sentences

Additionally, utility, subscription, and as-a-Service flexible consumption models may result in identification of embedded lease arrangements that require the recognition of sales-type leases or operating leases.

Leases with business customers have fixed terms of generally two to four years .

Leases with business customers have fixed terms of generally two to five years .

Loans — The Company also offers fixed-term loans to qualified small businesses, large commercial accounts, governmental organizations, educational entities, and certain individual consumer customers.

5 unchanged sentences

The Company continues to support existing customer arrangements as well as to transition these customers to fixed-term offerings.

Due to the short-term nature of the revolving loan portfolio, as transactions are typically repaid within twelve months on average, the portfolio has now substantially transitioned to such fixed-term offerings.

Due to the short-term nature of the revolving loan portfolio, in which transactions are typically repaid within twelve months on average, the portfolio had substantially transitioned to such fixed-term offerings as of August 1, 2025.

Financing Receivables

The following table presents the components of the Company’s financing receivables as of the dates indicated:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

(in millions)

12 unchanged sentences

The following table presents the changes in allowance for financing receivable losses for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

8 unchanged sentences

The following table presents the aging of the Company’s customer financing receivables, gross, including accrued interest, as of the dates indicated:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

(in millions)

12 unchanged sentences

The following tables present customer receivables, gross, including accrued interest, by credit quality indicator, as of the dates indicated:

August 1, 2025

Fiscal Year of Origination

17 unchanged sentences

The following table presents amounts included in the Condensed Consolidated Statements of Income related to sales-type lease activity for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

Interest income — products

$ 92 $ 73 $ 185 $ 139

Net revenue — products

$ 181 $ 622 $ 300 $ 1,350

Cost of net revenue — products

178 537 309 1,155

Gross margin — products

3 unchanged sentences

The following table presents the future maturity of the Company’s customer leases and associated financing payments, and reconciles the undiscounted cash flows to the customer receivables, gross recognized on the Condensed Consolidated Statements of Financial Position as of the date indicated:

August 1, 2025

(in millions)

Fiscal 2026 (remaining nine months) $ 2,655

Fiscal 2026 (remaining six months) $ 1,702

Fiscal 2027 2,665

8 unchanged sentences

The following table presents the components of the Company’s operating lease portfolio included in property, plant, and equipment, net as of the dates indicated:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

(in millions)

3 unchanged sentences

The following table presents operating lease income related to lease payments and depreciation expense for the Company’s operating lease portfolio for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

4 unchanged sentences

The following table presents the future payments to be received by the Company in operating lease contracts as of the date indicated:

August 1, 2025

(in millions)

Fiscal 2026 (remaining nine months) $ 967

Fiscal 2026 (remaining six months) $ 672

Fiscal 2027 1,048

6 unchanged sentences

The following table presents DFS debt as of the dates indicated and excludes the allocated portion of the Company’s other borrowings, which represents the additional amount considered to fund the DFS business:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

DFS debt (in millions)

15 unchanged sentences

The asset-based financing facility consists of two tranches, with effective dates through July 7, 2026 and July 7, 2027, respectively.

As of May 2, 2025, the total debt capacity related to the asset-based financing facility was $ 5.0 billion.

As of August 1, 2025, the total debt capacity related to the asset-based financing facility was $ 4.6 billion.

The debt has a variable interest rate, and the duration of the debt is based on the terms of the underlying lease and loan payment streams.

5 unchanged sentences

In the event one or more of these criteria are not met and the Company is unable to restructure the facility, no further funding of receivables will be permitted and the timing of the Company’s expected cash flows from over-collateralization will be delayed.

As of May 2, 2025, these criteria were met.

As of August 1, 2025, these criteria were met.

Fixed-Term Securitization Offerings — The Company periodically issues asset-backed debt securities under fixed-term securitization programs to private investors.

1 unchanged sentence

fixed-term lease and loan payments and associated equipment, which are held by Special Purpose Entities (“SPEs”), as discussed below.

The interest rate on these securities is fixed and ranges from 4.59 % to 6.80 % per annum as of May 2, 2025, and the duration of these securities is based on the terms of the underlying lease and loan payment streams.

The interest rate on these securities is fixed and ranges from 4.59 % to 6.80 % per annum as of August 1, 2025, and the duration of these securities is based on the terms of the underlying lease and loan payment streams.

DFS International Debt

1 unchanged sentence

The debt under this facility has a variable interest rate, and the duration of the debt is based on the terms of the underlying lease and loan payment streams.

This facility is effective through December 22, 2026 and had a total debt capacity of $ 903 million as of May 2, 2025.

This facility is effective through December 22, 2026 and had a total debt capacity of $ 913 million as of August 1, 2025.

The securitization facility contains standard structural features related to the performance of the securitized receivables, which include defined credit losses, delinquencies, average credit scores, and minimum collection requirements.

In the event one or more of these criteria are not met and the Company is unable to restructure the program, no further funding of receivables will be permitted and the timing of the Company’s expected cash flows from over-collateralization will be delayed.

As of May 2, 2025, these criteria were met.

As of August 1, 2025, these criteria were met.

Other Borrowings — In connection with the Company’s international financing operations, the Company has entered into revolving structured financing debt programs related to its fixed-term lease and loan products sold in Canada, Europe, Australia and New Zealand, the Middle East, and Singapore.

2 unchanged sentences

These facilities are collateralized solely by the lease and loan payments and associated equipment in their respective region or country.

The Canadian facility had a total debt capacity of $ 253 million as of May 2, 2025 and is effective through January 15, 2028.

The European facility had a total debt capacity of $ 565 million as of May 2, 2025 and is effective through December 14, 2026.

The Australia and New Zealand facility had a total debt capacity of $ 271 million as of May 2, 2025 and is effective through April 17, 2027.

The Middle East facility had a total debt capacity of $ 150 million as of May 2, 2025 and is effective through March 14, 2027.

The Company also has two unsecured Singapore facilities, which have a total debt capacity of $ 251 million as of May 2, 2025 and are effective through July 3, 2026 and July 3, 2027, respectively.

The Canadian facility had a total debt capacity of $ 253 million as of August 1, 2025 and is effective through January 15, 2028.

The European facility had a total debt capacity of $ 457 million as of August 1, 2025 and is effective through December 14, 2026.

The Australia and New Zealand facility had a total debt capacity of $ 273 million as of August 1, 2025 and is effective through April 17, 2027.

The Middle East facility had a total debt capacity of $ 150 million as of August 1, 2025 and is effective through March 14, 2027.

The Company also has two unsecured Singapore facilities, which had a total debt capacity of $ 254 million as of August 1, 2025 and are effective through July 3, 2026 and July 3, 2027, respectively.

Dell Bank Senior Unsecured Eurobonds — On October 27, 2021, Dell Bank issued 500 million Euro of 0.5 % senior unsecured five year eurobonds due October 2026.

5 unchanged sentences

Variable Interest Entities

In connection with the asset-based financing facility, securitization facility, and fixed-term securitization offerings discussed above, the Company transfers certain U.S.

In connection with the asset-based financing facility, fixed-term securitization offerings, and securitization facility discussed above, the Company transfers certain U.S.

and European lease and loan payments and associated equipment to SPEs that meet the definition of a VIE and are consolidated, along with the associated debt described above, into the Condensed Consolidated Financial Statements, as the Company is the primary beneficiary of the VIEs.

6 unchanged sentences

The following table presents the assets and liabilities held by the consolidated VIEs as of the dates indicated, which are included in the Condensed Consolidated Statements of Financial Position:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

(in millions)

9 unchanged sentences

Long-term $ 2,201 $ 1,788

Lease and loan payments and associated equipment transferred via securitization through SPEs were $ 1.2 billion and $ 0.8 billion for the three months ended May 2, 2025 and May 3, 2024, respectively.

Lease and loan payments and associated equipment transferred via securitization through SPEs were $ 0.8 billion and $ 1.2 billion for the three months ended August 1, 2025 and August 2, 2024, respectively, and $ 2.0 billion for both the six months ended August 1, 2025 and August 2, 2024.

Customer Receivables Sales

To manage certain concentrations of customer credit exposure, the Company may sell selected fixed-term customer receivables to unrelated third parties on a periodic basis, without recourse.

The amounts of customer receivables sold for this purpose were immaterial for both the three months ended May 2, 2025 and May 3, 2024.

The amounts of customer receivables sold for this purpose were immaterial for both the six months ended August 1, 2025 and August 2, 2024.

The Company’s continuing involvement in these customer receivables is primarily limited to servicing arrangements.

6 unchanged sentences

The Company also leases certain global logistics warehouses, employee vehicles, and equipment.

As of May 2, 2025, the remaining terms of the Company’s leases generally range from one month to approximately eleven years .

As of May 2, 2025 and January 31, 2025, there were no material finance leases in which the Company was a lessee.

As of August 1, 2025, the remaining terms of the Company’s leases generally range from one month to approximately eleven years .

As of August 1, 2025 and January 31, 2025, there were no material finance leases in which the Company was a lessee.

The Company also enters into leasing transactions in which the Company is the lessor, primarily through customer financing arrangements offered under DFS.

2 unchanged sentences

The following table presents components of lease costs included in the Condensed Consolidated Statements of Income for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

2 unchanged sentences

Total lease costs $ 79 $ 90 $ 160 $ 179

During the three months ended May 2, 2025 and May 3, 2024, sublease income, finance lease costs, and short-term lease costs were immaterial.

During the three and six months ended August 1, 2025 and August 2, 2024, sublease income, finance lease costs, and short-term lease costs were immaterial.

The following table presents supplemental information related to operating leases included in the Condensed Consolidated Statements of Financial Position as of the dates indicated:

Classification May 2, 2025 January 31, 2025

Classification August 1, 2025 January 31, 2025

(in millions, except for term and discount rate)

5 unchanged sentences

Weighted-average discount rate 5.03 % 5.14 %

DELL TECHNOLOGIES INC.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

The following table presents supplemental cash flow information related to leases for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Six Months Ended

August 1, 2025 August 2, 2024

(in millions)

1 unchanged sentence

Right-of-use assets obtained in exchange for new operating lease liabilities $ 120 $ 128

DELL TECHNOLOGIES INC.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

The following table presents the future maturity of the Company’s operating lease liabilities under non-cancelable leases and reconciles the undiscounted cash flows for these leases to the lease liability recognized on the Condensed Consolidated Statements of Financial Position as of the date indicated:

August 1, 2025

(in millions)

Fiscal 2026 (remaining nine months) $ 186

Fiscal 2026 (remaining six months) $ 120

Fiscal 2027 237

7 unchanged sentences

Non-current operating lease liabilities $ 549

As of May 2, 2025, the Company’s undiscounted operating leases that had not yet commenced were immaterial.

As of August 1, 2025, the Company’s undiscounted operating leases that had not yet commenced were immaterial.

DELL TECHNOLOGIES INC.

2 unchanged sentences

The following table summarizes the Company’s outstanding debt as of the dates indicated:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

(in millions)

8 unchanged sentences

Total long-term debt, carrying value $ 21,535 $ 19,363

During the three months ended May 2, 2025, the Company issued $ 1.0 billion principal amount of 4.75 % Senior Notes due April 2028, $ 1.0 billion principal amount of 5.00 % Senior Notes due April 2030, $ 1.0 billion principal amount of 5.30 % Senior Notes due April 2032, and $ 1.0 billion principal amount of 5.50 % Senior Notes due April 2035.

The Company utilized the net proceeds of the issuance for general corporate purposes.

During the six months ended August 1, 2025, the Company issued $ 1.0 billion principal amount of 4.75 % Senior Notes due April 2028, $ 1.0 billion principal amount of 5.00 % Senior Notes due April 2030, $ 1.0 billion principal amount of 5.30 % Senior Notes due April 2032, and $ 1.0 billion principal amount of 5.50 % Senior Notes due April 2035.

The Company utilized the net proceeds of the issuances for general corporate purposes.

Outstanding Debt

15 unchanged sentences

The facility matures on November 1, 2027.

As of May 2, 2025, the Company had no outstanding borrowings under the revolving credit facility.

As of August 1, 2025, the Company had no outstanding borrowings under the revolving credit facility.

DELL TECHNOLOGIES INC.

4 unchanged sentences

The proceeds of the notes are used for general corporate purposes.

As of May 2, 2025, the Company had no outstanding issuances under the commercial paper program.

As of August 1, 2025, the Company had no outstanding issuances under the commercial paper program.

The Company may purchase, redeem, prepay, refinance, or otherwise retire any amount of outstanding indebtedness under the terms of such indebtedness at any time and from time to time, in open market or negotiated transactions with the holders of such indebtedness or otherwise, as considered appropriate in light of market conditions and other relevant factors.

1 unchanged sentence

The foregoing credit agreement and indentures contain customary events of default, and the revolving credit facility is subject to an interest coverage ratio covenant that is tested at the end of each fiscal quarter with respect to the Company’s preceding four fiscal quarters.

The Company was in compliance with this financial covenant as of May 2, 2025.

The Company was in compliance with this financial covenant as of August 1, 2025.

Aggregate Future Maturities

The following table presents the aggregate future maturities of the Company’s debt as of May 2, 2025, excluding associated carrying value adjustments, for the periods indicated:

The following table presents the aggregate future maturities of the Company’s debt as of August 1, 2025, excluding associated carrying value adjustments, for the periods indicated:

August 1, 2025

(in millions)

Fiscal 2026 (remaining nine months) $ 4,106

Fiscal 2026 (remaining six months) $ 2,080

Fiscal 2027 8,451

18 unchanged sentences

The majority of these contracts typically expire in twelve months or less.

During the three months ended May 2, 2025 and May 3, 2024, the Company did not discontinue any cash flow hedges related to foreign exchange contracts that had a material impact on the Company’s results of operations due to the probability that the forecasted cash flows would not occur.

During the three and six months ended August 1, 2025 and August 2, 2024, the Company did not discontinue any cash flow hedges related to foreign exchange contracts that had a material impact on the Company’s results of operations due to the probability that the forecasted cash flows would not occur.

The Company uses forward contracts to hedge monetary assets and liabilities denominated in a foreign currency.

10 unchanged sentences

The Company also uses interest rate swaps to manage the cash flows related to interest payments on Dell Bank senior unsecured eurobonds.

The interest rate swaps economically convert the fixed rate on the Company’s bonds to a floating rate to match the underlying lease repayments profile.

The interest rate swaps economically convert the fixed rate on the eurobonds to a floating rate to match the underlying lease repayments profile.

These contracts are not designated for hedge accounting and most expire within five years or less.

6 unchanged sentences

Dollar amount and receives a fixed or floating amount in Euros linked to the one-month Euribor rate.

The notional value of the swaps amortizes in line with the expected cash flows and run-off of the securitized assets.

The notional value of the swaps amortizes in line with the expected cash flows and runoff of the securitized assets.

The swaps are not designated for hedge accounting and expire within five years or less.

1 unchanged sentence

The following table presents the notional amounts of outstanding derivative instruments as of the dates indicated:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

(in millions)

8 unchanged sentences

(in millions) (in millions)

For the three months ended May 2, 2025:

For the three months ended August 1, 2025:

Total net revenue $ ( 159 )

1 unchanged sentence

Total $ ( 4 ) Total $ ( 162 )

For the three months ended May 3, 2024:

For the three months ended August 2, 2024:

Total net revenue $ 14

1 unchanged sentence

Total $ ( 20 ) Total $ 18

For the six months ended August 1, 2025:

Total net revenue $ ( 167 )

Foreign exchange contracts $ ( 261 ) Total cost of net revenue ( 6 )

Total $ ( 261 ) Total $ ( 173 )

For the six months ended August 2, 2024:

Total net revenue $ 32

Foreign exchange contracts $ 67 Total cost of net revenue 5

Total $ 67 Total $ 37

DELL TECHNOLOGIES INC.

1 unchanged sentence

The following table presents the effect of derivative instruments not designated as hedging instruments on the Condensed Consolidated Statements of Income for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024 Location of Gain (Loss) Recognized

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024 Location of Gain (Loss) Recognized

(in millions)

4 unchanged sentences

The following tables present the fair value of those derivative instruments presented on a gross basis as of the dates indicated:

August 1, 2025

Other Current Assets Other Non-Current Assets Other Current Liabilities Other Non-Current Liabilities Total Fair Value

28 unchanged sentences

The following tables present the gross amounts of the Company’s derivative instruments, amounts offset due to master netting agreements with the Company’s counterparties, and the net amounts recognized in the Condensed Consolidated Statements of Financial Position as of the dates indicated:

August 1, 2025

Gross Amounts of Recognized Assets/(Liabilities) Gross Amounts Offset in the Statement of Financial Position Net Amounts of Assets/(Liabilities) Presented in the Statement of Financial Position Gross Amounts not Offset in the Statement of Financial Position Net Amount of Assets/ (Liabilities) Recognized in the Statement of Financial Position

25 unchanged sentences

Impact of foreign currency translation 216 — 216

Balances as of May 2, 2025 $ 15,083 $ 4,232 $ 19,315

Balances as of August 1, 2025 $ 15,104 $ 4,232 $ 19,336

Intangible Assets

The following table presents the Company’s intangible assets as of the dates indicated:

May 2, 2025 January 31, 2025

Gross Accumulated

Amortization Net Gross Accumulated

Amortization Net

August 1, 2025 January 31, 2025

Gross Accumulated Amortization Net Gross Accumulated Amortization Net

(in millions)

5 unchanged sentences

Total intangible assets $ 30,074 $ ( 25,326 ) $ 4,748 $ 30,072 $ ( 25,084 ) $ 4,988

Amortization expense related to definite-lived intangible assets was $ 0.1 billion and $ 0.2 billion for the three months ended May 2, 2025 and May 3, 2024, respectively.

There were no material impairment charges related to intangible assets during the three months ended May 2, 2025 and May 3, 2024.

Amortization expense related to definite-lived intangible assets was $ 0.1 billion and $ 0.2 billion for the three months ended August 1, 2025 and August 2, 2024, respectively, and $ 0.2 billion and $ 0.3 billion for the six months ended August 1, 2025 and August 2, 2024, respectively.

There were no material impairment charges related to intangible assets during the three or six months ended August 1, 2025 and August 2, 2024.

DELL TECHNOLOGIES INC.

1 unchanged sentence

The following table presents the estimated future annual pre-tax amortization expense of definite-lived intangible assets as of the date indicated:

August 1, 2025

(in millions)

Fiscal 2026 (remaining nine months) $ 360

Fiscal 2026 (remaining six months) $ 240

Fiscal 2027 372

19 unchanged sentences

Based on the results of the annual impairment test performed during Fiscal 2025, the fair values of each of the reporting units and indefinite-lived intangibles exceeded their carrying values.

No goodwill or indefinite-lived assets impairment test was performed during the three months ended May 2, 2025.

No goodwill or indefinite-lived assets impairment test was performed during the six months ended August 1, 2025.

DELL TECHNOLOGIES INC.

5 unchanged sentences

The following table presents the changes in the Company’s deferred revenue for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

8 unchanged sentences

Remaining performance obligations include deferred revenue plus unbilled amounts not yet recorded in deferred revenue.

The value of the transaction price allocated to remaining performance obligations as of May 2, 2025 was approximately $ 49 billion.

The value of the transaction price allocated to remaining performance obligations as of August 1, 2025 was approximately $ 44 billion.

The Company expects to recognize approximately 65 % of remaining performance obligations as revenue in the next twelve months , 17 % in the following twelve months , and the remainder thereafter.

8 unchanged sentences

Purchase obligations are primarily related to commitments with suppliers and software maintenance and support services.

As of May 2, 2025, such purchase obligations were $ 5.6 billion for the remainder of Fiscal 2026, $ 0.6 billion for Fiscal 2027, and $ 1.2 billion for Fiscal 2028 and thereafter.

As of August 1, 2025, such purchase obligations were $ 5.1 billion for the remainder of Fiscal 2026, $ 0.7 billion for Fiscal 2027, $ 0.5 billion for Fiscal 2028, $ 0.4 billion for Fiscal 2029, and $ 0.5 billion for Fiscal 2030 and thereafter.

Legal Matters

4 unchanged sentences

For some matters, the incurrence of a liability is not probable or the amount cannot be reasonably estimated and therefore accruals have not been made.

As of May 2, 2025, the Company does not currently anticipate that any of the legal proceedings it is involved in will have a material adverse effect on its business, financial condition, results of operations, or cash flows.

As of August 1, 2025, the Company does not currently anticipate that any of the legal proceedings it is involved in will have a material adverse effect on its business, financial condition, results of operations, or cash flows.

In accordance with the relevant accounting guidance, the Company provides disclosures of matters where it is at least reasonably possible that the Company could experience a material loss exceeding the amounts already accrued for across all proceedings or matters.

In addition, the Company also discloses matters based on its consideration of other matters and qualitative factors, including the experience of other companies in the industry, and investor, customer, and employee relations considerations.

As of May 2, 2025, the Company does not believe there is a reasonable possibility that a material loss exceeding the amounts already accrued for across all proceedings or matters has been incurred.

As of August 1, 2025, the Company does not believe there is a reasonable possibility that a material loss exceeding the amounts already accrued for across all proceedings or matters has been incurred.

However, since the ultimate resolution of any such proceedings and matters is inherently unpredictable, the Company’s business, financial condition, results of operations, or cash flows could be materially affected in any particular period by unfavorable outcomes in one or more of these proceedings or matters.

12 unchanged sentences

The amounts that VMware and Dell Technologies may be obligated to pay each other could vary depending on the outcome of certain unresolved tax matters, which may not be resolved for several years.

Net income tax indemnification receivables from VMware were immaterial as of May 2, 2025 and January 31, 2025.

Net income tax indemnification receivables from VMware were immaterial as of August 1, 2025 and January 31, 2025.

DELL TECHNOLOGIES INC.

1 unchanged sentence

NOTE 11 — INCOME AND OTHER TAXES

For the three months ended May 2, 2025, the Company’s effective income tax rate was 10.9 % on pre-tax income of $ 1.1 billion compared to ( 67.6 )% on pre-tax income of $ 0.6 billion for the three months ended May 3, 2024.

For the three months ended August 1, 2025, the Company’s effective income tax rate was 19.2 % on pre-tax income of $ 1.4 billion compared to 15.1 % on pre-tax income of $ 1.0 billion for the three months ended August 2, 2024.

For the six months ended August 1, 2025, the Company’s effective income tax rate was 15.6 % on pre-tax income of $ 2.5 billion compared to ( 14.9 )% on pre-tax income of $ 1.6 billion for the six months ended August 2, 2024.

The changes in the Company’s effective income tax rate were primarily driven by discrete tax items.

For the three months ended May 2, 2025, the Company recorded discrete tax benefits of $ 0.1 billion related to stock-based compensation.

For the three months ended May 3, 2024, the Company recorded discrete tax benefits of $ 0.4 billion related to changes in uncertain tax benefits resulting from the expiration of certain U.S.

For the six months ended August 2, 2024, the Company recorded discrete tax benefits of $ 0.4 billion related to changes in uncertain tax benefits resulting from the expiration of certain U.S.

statutes of limitations and $ 0.2 billion related to stock-based compensation.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted into law in the United States.

The new law contains a broad range of tax reform provisions, which include the extension and modification of certain provisions of the Tax Cuts and Jobs Act.

Effective for Fiscal 2026, changes include, but are not limited to, immediate expensing of domestic research and development expenditures, the restoration of 100% bonus depreciation, and an EBITDA-based interest expense limitation.

These provisions did not have a material impact on the Company’s Condensed Consolidated Financial Statements for the six months ended August 1, 2025.

The differences between the estimated effective income tax rates and the U.S.

2 unchanged sentences

The majority of the Company’s foreign income subject to these tax holidays and lower tax rates is attributable to Singapore and China.

As of May 2, 2025, the Company was not aware of any matters of non-compliance related to these tax holidays.

As of August 1, 2025, the Company was not aware of any matters of non-compliance related to these tax holidays.

In June 2023, the Company received a Revenue Agent’s Report for the federal income tax examination by the Internal Revenue Service (“IRS”) of fiscal years 2018 through 2019.

13 unchanged sentences

Judgment is required in evaluating the Company’s uncertain tax positions and determining the Company’s provision for income taxes.

Net unrecognized tax benefits were $ 1.0 billion and $ 0.9 billion as of May 2, 2025 and January 31, 2025, respectively, and are included in other non-current liabilities in the Condensed Consolidated Statements of Financial Position.

The Company does not anticipate a significant change to the total amount of unrecognized tax benefits within the next twelve months.

Net unrecognized tax benefits were $ 1.0 billion and $ 0.9 billion as of August 1, 2025 and January 31, 2025, respectively, and are included in other non-current liabilities in the Condensed Consolidated Statements of Financial Position.

The Company takes certain non-income tax positions in the jurisdictions in which it operates and has received certain non-income tax assessments from various jurisdictions.

16 unchanged sentences

Total change for the period 318 ( 88 ) ( 1 ) 229

Balances as of May 2, 2025 $ ( 763 ) $ ( 141 ) $ ( 22 ) $ ( 926 )

Balances as of August 1, 2025 $ ( 705 ) $ 17 $ ( 22 ) $ ( 710 )

____________________

2 unchanged sentences

See Note 7 of the Notes to the Condensed Consolidated Financial Statements for more information about the Company’s derivative instruments.

The following table presents reclassifications out of accumulated other comprehensive income (loss), net of tax, to net income for the periods indicated:

The following tables present reclassifications out of accumulated other comprehensive income (loss), net of tax, to net income for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

August 1, 2025 August 2, 2024

Cash Flow Hedges Pensions Total Cash Flow Hedges Pensions Total

3 unchanged sentences

Cost of net revenue ( 3 ) — ( 3 ) 4 — 4

Total reclassifications, net of tax $ ( 162 ) $ — $ ( 162 ) $ 18 $ — $ 18

Six Months Ended

August 1, 2025 August 2, 2024

Cash Flow Hedges Pensions Total Cash Flow Hedges Pensions Total

(in millions)

Total reclassifications, net of tax:

Net revenue $ ( 167 ) $ — $ ( 167 ) $ 32 $ — $ 32

Cost of net revenue ( 6 ) — ( 6 ) 5 — 5

Operating expenses — — — — 1 1

6 unchanged sentences

(in millions)

Common stock as of May 2, 2025

Common stock as of August 1, 2025

Class A 600 277 277

11 unchanged sentences

The Company is authorized to issue one million shares of preferred stock, par value $ 0.01 per share.

As of May 2, 2025 and January 31, 2025, no shares of preferred stock were issued or outstanding.

As of August 1, 2025 and January 31, 2025, no shares of preferred stock were issued or outstanding.

Dell Technologies Common Stock — The Class A Common Stock, the Class B Common Stock, the Class C Common Stock, and the Class D Common Stock are collectively referred to as Dell Technologies Common Stock.

6 unchanged sentences

Conversion Rights — Under the Company’s certificate of incorporation, at any time and from time to time, any holder of Class A Common Stock or Class B Common Stock has the right to convert all or any of the shares of Class A Common Stock or Class B Common Stock, as applicable, held by such holder into shares of Class C Common Stock on a one -to-one basis.

During the three months ended May 2, 2025, there were no conversions of shares of Class A Common Stock or Class B Common Stock into shares of Class C Common Stock.

During the six months ended August 1, 2025, the company issued 3 million shares of Class C Common Stock to stockholders upon the conversion of 3 million shares of Class B Common Stock in accordance with the Company’s certificate of incorporation.

During the fiscal year ended January 31, 2025, the Company issued 100 million shares of Class C Common Stock to stockholders upon the conversion of 76 million shares of Class A Common Stock and 24 million shares of Class B Common Stock in accordance with the Company’s certificate of incorporation.

6 unchanged sentences

February 27, 2025 April 22, 2025 May 2, 2025 $ 0.525 $ 360

June 17, 2025 July 22, 2025 August 1, 2025 $ 0.525 $ 355

February 29, 2024 April 23, 2024 May 3, 2024 $ 0.445 $ 316

During the three months ended May 2, 2025 and May 3, 2024, the Company also paid an immaterial amount of dividend equivalents on eligible vested equity awards which are not included above.

June 11, 2024 July 23, 2024 August 2, 2024 $ 0.445 $ 314

During the three and six months ended August 1, 2025 and August 2, 2024, the Company also paid an immaterial amount of dividend equivalents on eligible vested equity awards which are not included above.

Repurchases of Common Stock

2 unchanged sentences

Following the February 27, 2025 approval, the Company had approximately $ 11.5 billion of authorized shares remaining under the program.

During the three months ended May 2, 2025, the Company repurchased approximately 22 million shares of Class C Common Stock for a total purchase price of approximately $ 2.0 billion.

During the three months ended May 3, 2024, the Company repurchased approximately 7 million shares of Class C Common Stock for a total purchase price of approximately $ 0.7 billion.

During the six months ended August 1, 2025, the Company repurchased approximately 30 million shares of Class C Common Stock for a total purchase price of approximately $ 2.9 billion.

During the six months ended August 2, 2024, the Company repurchased approximately 12 million shares of Class C Common Stock for a total purchase price of approximately $ 1.4 billion.

The above repurchases of Class C Common Stock exclude U.S.

7 unchanged sentences

The following table presents basic and diluted earnings per share for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

Earnings per share attributable to Dell Technologies Inc.

2 unchanged sentences

The following table presents the computation of basic and diluted earnings per share for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

4 unchanged sentences

Weighted-average shares outstanding — basic

678 708 685 708

Dilutive effect of equity awards 8 16 9 17

Weighted-average shares outstanding — diluted

686 724 694 725

Weighted-average shares outstanding — antidilutive

26 unchanged sentences

The following table presents a reconciliation of net revenue by the Company’s reportable segments to the Company’s consolidated net revenue as well as a reconciliation of segment operating income to the Company’s consolidated operating income for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

19 unchanged sentences

However, the CODM does not evaluate depreciation expense by operating segment, and therefore such expense is not separately presented.

(c) Amortization of intangibles includes non-cash purchase accounting adjustments that are primarily related to the acquisition by merger of EMC Corporation.

(c) Amortization of intangibles includes non-cash purchase accounting adjustments that are primarily related to the acquisition by merger of EMC Corporation in 2016.

(d) Stock-based compensation expense consists of equity awards granted based on the estimated fair value of those awards at grant date.

1 unchanged sentence

(f) Income and expenses within interest and other, net, is not allocated to the reportable segments.

Therefore, the Company only reports to reportable segment operating income.

Therefore, the Company does not report below reportable segment operating income.

DELL TECHNOLOGIES INC.

1 unchanged sentence

The following table presents the significant expense categories by reportable segment for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

8 unchanged sentences

The following table presents the disaggregation of net revenue by reportable segment and by major product categories within the segments for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

11 unchanged sentences

The following table presents additional information on selected assets included in the Condensed Consolidated Statements of Financial Position as of the dates indicated:

May 2, 2025 January 31, 2025

August 1, 2025 January 31, 2025

(in millions)

8 unchanged sentences

Total inventories $ 7,211 $ 6,716

Prepaid expenses:

Total prepaid expenses (c) $ 752 $ 564

Deferred costs:

Total deferred costs, current (c) $ 3,695 $ 4,129

Contract manufacturers' receivables:

Total contract manufacturers' receivables (d) $ 3,850 $ 731

Property, plant, and equipment, net:

10 unchanged sentences

(b) Restricted cash is primarily classified as other current assets in the Condensed Consolidated Statements of Financial Position and consists predominantly of cash required to be held in escrow pursuant to DFS securitization arrangements.

Amounts classified as long-term deferred costs are included in other non-current assets and are not disclosed above.

(d) Contract manufacturers’ receivables are classified as other current assets in the Condensed Consolidated Statements of Financial Position and consist of sales of components to contract manufacturers to manufacture or assemble the Company’s products.

The Company has agreements with the majority of contract manufacturers that permit net settlement mitigating the credit risk wholly or in part.

During the three months ended May 2, 2025, the portion of receivables not offset increased primarily due to the timing of the sale of components to one contract manufacturer and the corresponding purchase of assembled products.

(c) Deferred costs and prepaid expenses are included in other current assets in the Condensed Consolidated Statements of Financial Position.

Amounts classified as long-term deferred costs and long-term prepaid expenses are included in other non-current assets and are not disclosed above.

DELL TECHNOLOGIES INC.

2 unchanged sentences

The following table presents changes in the Company’s liability for standard limited warranties for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

10 unchanged sentences

The Company incurs costs related to employee severance and records a liability for these costs when it is probable that employees will be entitled to termination benefits and the amounts can be reasonably estimated.

The liability related to these actions is included in accrued and other within current liabilities in the Condensed Consolidated Statements of Financial Position.

The liability related to these actions is primarily included in accrued and other within current liabilities in the Condensed Consolidated Statements of Financial Position.

The following table presents the activity related to the Company’s severance liability for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

5 unchanged sentences

The following table presents severance charges as included in the Condensed Consolidated Statements of Income for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

8 unchanged sentences

The Company maintains a Supply Chain Finance Program (the “SCF Program”), which enables eligible suppliers, at the supplier's sole discretion, to sell receivables due from the Company to a third-party financial institution.

The Company has no involvement in establishing the terms or conditions of the arrangement between its suppliers and the financial institution, no economic interest in a supplier's decision to sell a receivable, and does not provide legally secured assets or other forms of guarantees under the arrangement.

The Company has no involvement in establishing the terms or conditions of the arrangement between its suppliers and the financial institution and no economic interest in a supplier's decision to sell a receivable, and does not provide legally secured assets or other forms of guarantees under the arrangement.

The SCF Program does not impact the Company's liquidity, as payments for participating supplier invoices are remitted by the Company to the financial institution on the original invoice due date, regardless of whether an individual invoice is sold by the supplier to the financial institution.

As of May 2, 2025 and January 31, 2025, the Company had $ 1.3 billion and $ 1.4 billion, respectively, included within accounts payable on the Condensed Consolidated Statements of Financial Position representing invoices due to suppliers confirmed as valid under the SCF Program.

As of August 1, 2025 and January 31, 2025, the Company had $ 1.3 billion and $ 1.4 billion, respectively, included within accounts payable on the Condensed Consolidated Statements of Financial Position representing invoices due to suppliers confirmed as valid under the SCF Program.

Interest and other, net

The following table presents information regarding interest and other, net as included in the Condensed Consolidated Statements of Income for the periods indicated:

Three Months Ended

May 2, 2025 May 3, 2024

Three Months Ended Six Months Ended

August 1, 2025 August 2, 2024 August 1, 2025 August 2, 2024

(in millions)

11 unchanged sentences

As discussed in Note 1 of the Notes to the Condensed Consolidated Financial Statements and as previously reported in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2025, the Company discovered accumulated credits from certain suppliers that were not recorded or not recorded in the correct period in its previously reported financial results.

Accordingly, the Company has revised its previously reported quarterly financial information for the three months ended May 3, 2024 based on the summary presented below to correct for the overstatement of cost of net revenue to the Condensed Consolidated Statements of Income, net of the related income tax effect.

Accordingly, the Company has revised its previously reported quarterly financial information for the three and six months ended August 2, 2024 based on the summary presented below to correct for the overstatement of cost of net revenue to the Condensed Consolidated Statements of Income, net of the related income tax effect.

The revision did not have an impact on the Company’s net revenue.

1 unchanged sentence

Condensed Consolidated Statements of Income

Three Months Ended

As Reported Adjustment As Revised

Three Months Ended Six Months Ended

August 2, 2024 August 2, 2024

As Reported Adjustment As Revised As Reported Adjustment As Revised

(in millions, except per share amounts)

15 unchanged sentences

Condensed Consolidated Statements of Cash Flows

Three Months Ended

Six Months Ended

August 2, 2024

As Reported Adjustment As Revised

8 unchanged sentences

NOTE 18 — SUBSEQUENT EVENTS

There were no known events occurring after May 2, 2025 and up until the date of issuance of this report that would materially affect the information presented herein.

There were no known events occurring after August 1, 2025 and up until the date of issuance of this report that would materially affect the information presented herein.

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.

What changed 10-Q

Item 1. Financial Statements