Item 5. Other Information
ITEM 5 — OTHER INFORMATION
On March 10, 2026 , Richard J. Rothberg , our General Counsel , adopted a written plan for the sale of up to 45,000 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. The plan will expire on June 30, 2026 , or on any earlier date on which all of the shares have been sold.
On March 24, 2026 , Lynn M. Vojvodich , one of the Company’s director s, adopted a written plan for the sale of up to 28,198 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. The plan will expire on March 5, 2027 , or on any earlier date on which all of the shares have been sold.
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ITEM 6 — EXHIBITS
Exhibit
Number Description
4.1†
Consent to the Extension of Registration Rights Under the Second Amended and Restated Registration Rights Agreement, dated March 1 7 , 202 6 , 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.
10.1†*
Form of Special Incentive Program Cash Award Agreement under the Dell Technologies Inc. 2023 Stock Incentive Plan
10.2†*
Form of Growth Equity Program Performance-Based Restricted Stock Unit Agreement under the Dell Technologies Inc. 2023 Stock Incentive Plan
22.1†
List of Guarantor Subsidiaries and Issuers of Guaranteed Securities
31.1†
Certification of Michael S. Dell, Chairman and Chief Executive Officer, pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2†
Certification of David Kennedy, Executive Vice President and Chief Financial Officer, pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1††
Certifications of Michael S. Dell, Chairman and Chief Executive Officer, and David Kennedy, Executive Vice President and Chief Financial Officer, pursuant to Rule 13a-14(b) or Rule 15d-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101 .INS† XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101 .SCH† Inline XBRL Taxonomy Extension Schema Document
101 .CAL† Inline XBRL Taxonomy Extension Calculation Linkbase Document
101 .DEF† Inline XBRL Taxonomy Extension Definition Linkbase Document
101 .LAB† Inline XBRL Taxonomy Extension Label Linkbase Document
101 .PRE† Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document (included in Exhibit 101)
† Filed with this report.
†† Furnished with this report.
* Management contracts or compensation plans or arrangements in which directors or executive officers participate.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
DELL TECHNOLOGIES INC.
By: /s/ RICHARD TROY SHARP
Richard Troy Sharp
Senior Vice President, Corporate Finance and Chief Accounting Officer
(On behalf of registrant and as principal accounting officer)
Dat e: June 9, 2026
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