SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SCHULTZ JOHN F

(Last) (First) (Middle)
C/O HEWLETT PACKARD ENTERPRISE COMPANY
3000 HANOVER STREET

(Street)
PALO ALTO CA 94304

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Hewlett Packard Enterprise Co [ HPE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, CLAA & SEC
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/01/2018 M 55,162 A $15.53 249,919.4901(1) D
Common Stock 06/01/2018 F 19,365 D $15.53 230,554.4901 D
Common Stock 06/01/2018 M 26,912 A $15.53 257,466.4901 D
Common Stock 06/01/2018 F 11,732 D $15.53 245,734.4901 D
Common Stock 06/01/2018 A 94,049(3) A $15.53 339,783.4901 D
Common Stock 06/04/2018 S 49,250(2) D $15.5066(4) 290,533.4901 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (5) 06/01/2018 M 55,162(6) (6) (6) Common Stock 55,162 (6) 0 D
Restricted Stock Units (5) 06/01/2018 M 26,912(7) (7) (7) Common Stock 26,912 (7) 0 D
Restricted Stock Units (5) 01/03/2018 A 590.6734(8) (8) (8) Common Stock 590.6734 (8) 64,010.6734 D
Restricted Stock Units (5) 01/03/2018 A 1,329.0954(9) (9) (9) Common Stock 1,329.0954 (9) 141,976.095 D
Explanation of Responses:
1. The total beneficial ownership includes 447.5886 shares at $16.198 per share acquired under the Issuer's 2015 Employee Stock Purchase Plan ("ESPP") on 04/30/18 with respect to shares held under the ESPP. The total beneficial ownership includes the acquisition of 2.7950 shares at $14.64560 per share received on 01/03/18 through dividends paid in shares, 2.3960 shares at $17.2500 per share received on 04/04/16 through dividends paid in shares.
2. On 12/09/15 the reporting person was granted performance adjusted restricted stock units ("PARSUs") subject to certain return on invested capital performance conditions and/or relative total stockholder return conditions being met at the time of vesting. These PARSUs which were originally scheduled to vest 50% after 2 and 3 years subject to performance, and issued in Issuer's common stock, vested early on 06/01/18.
3. The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 12/01/16 to sell these shares to satisfy taxes associated with the PARSUs early vesting on 06/01/18.
4. The price in Column 4 is a weighted average price. The prices actually paid ranged from $15.47 to $15.62. Upon request, the reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff information regarding the number of shares purchased at each price within the range.
5. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
6. As previously reported, on 11/02/15 the reporting person was granted 94,893 Restricted Stock Units ("RSUs"), 31,631 of which vested on 11/02/16, 53,230 of which vested on 11/02/17, and 53,230 of which vested early on 06/01/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The amount reported in Column 5 includes 271.5816 dividends equivalent rights at $14.70 per RSU credited to the reporting person's account on 01/03/18, and 231.4348 dividend equivalent rights at $17.25 per RSU credited to the reporting person's account on 04/04/18. The number of derivative securities in column 5 also includes 1,932 vested dividend equivalent rights and a de minimus adjustment of 0.9836 due to fractional rounding of the dividend equivalent rights. RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment previously reported.
7. As previously reported, on 12/09/15 the reporting person was granted 46,296 RSUs, 15,432 of which vested on 12/09/16, 25,969 of which vested on 12/09/17, and 25,970 of which will vested early on 06/01/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The amount reported in Column 5 includes 132.50 dividends equivalent rights at $14.70 per RSU credited to the reporting person's account on 01/03/18, and 112.9130 dividend equivalent rights at $17.25 per RSU credited to the reporting person's account on 04/04/18. The number of derivative securities in column 5 also includes 942 vested dividend equivalent rights and a de minimus adjustment of 0.5870 due to fractional rounding of the dividend equivalent rights. RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment previously reported.
8. As previously reported, on 12/07/16 the reporting person was granted 55,713 RSUs, 31,251 of which vested on 12/07/17, and 31,253 of which will vest on each of 12/07/18 and 12/07/19. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 590.6734 dividend equivalent rights reported in Column 5 includes 318.9082 dividends equivalent rights at $14.70 per RSU credited to the reporting person's account on 01/03/18, and 271.7652 dividend equivalent rights at $17.25 per RSU credited to the reporting person's account on 04/04/18. RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment previously reported.
9. As previously reported, on 12/07/17 the reporting person was granted 140,647 RSUs, 46,882 of which will vest on each of 12/07/18 and 12/07/19, and 46,883 of which will vest on 12/07/20. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 1,329.0954 dividend equivalent rights reported in Column 5 includes 717.5867 dividends equivalent rights at $14.70 per RSU credited to the reporting person's account on 01/03/18, and 611.5087 dividend equivalent rights at $17.25 per RSU credited to the reporting person's account on 04/04/18.
Remarks:
Derek Windham as Attorney-in-Fact for John F. Schultz 06/05/2018
** Signature of Reporting Person Date
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