Hewlett Packard Enterprise Co.

12/10/2024 | Press release | Distributed by Public on 12/10/2024 20:35

Statement of Changes in Beneficial Ownership (Form 4)

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
SCHULTZ JOHN F
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, COLO
(Last) (First) (Middle)
C/O HEWLETT PACKARD ENTERPRISE COMPANY, 1701 E. MOSSY OAKS ROAD 		3. Date of Earliest Transaction (Month/Day/Year)
12/07/2024
(Street)
HOUSTON, TX 77389 		4. If Amendment, Date 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
(City) (State) (Zip)
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 12/07/2024 A 78,253(2) A $23.95 357,317.2671(1) D
Common Stock 12/07/2024 F 30,793 D $23.95 326,524.2671 D
Common Stock 12/07/2024 A 113,793(3) A $23.95 440,317.2671 D
Common Stock 12/07/2024 F 44,779 D $23.95 395,538.2671 D
Common Stock 12/07/2024 A 15,444(4) A $23.95 410,982.2671 D
Common Stock 12/07/2024 F 6,078 D $23.95 404,904.2671 D
Common Stock 12/08/2024 M 66,829 A $23.95 471,733.2671 D
Common Stock 12/08/2024 F 24,815 D $23.95 446,918.2671 D
Common Stock 12/07/2024 M 71,743 A $23.95 518,661.2671 D
Common Stock 12/07/2024 F 28,231 D $23.95 490,430.2671 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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) 01/11/2024 A 1,459.3144(6) (6) (6) Common Stock 1,459.3144 (6) 56,943.3144 D
Restricted Stock Units (5) 01/11/2024 A 291.8797(7) (7) (7) Common Stock 291.8797 (7) 11,231.8797 D
Restricted Stock Units (5) 12/08/2024 M 66,829(8)(9) (8)(9) (8)(9) Common Stock 66,829 (8)(9) 66,827 D
Restricted Stock Units (5) 12/07/2024 M 71,743(10)(11) (10)(11) (10)(11) Common Stock 71,743 (10)(11) 143,482 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCHULTZ JOHN F
C/O HEWLETT PACKARD ENTERPRISE COMPANY
1701 E. MOSSY OAKS ROAD
HOUSTON, TX 77389 		EVP, COLO

Signatures

Ki Hoon Kim as Attorney-in-Fact for John F. Schultz 12/10/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The total beneficial ownership includes 495.3580 shares at $16.15 per share acquired under the Issuer's 2015 Employee Stock Purchase Plan ("ESPP") on 04/30/24 with respect to shares held under the ESPP, and 432.0610 shares at $18.5160 per share acquired under the ESPP on 10/31/24 with respect to shares held under the ESPP. The total beneficial ownership also includes the acquisition of dividends paid in shares for 5.3170 shares at $16.3556 per share received on 01/14/24; 4.9530 shares at $17.6969 per share received on 04/12/24; 4.2060 shares at $20.9918 per share received on 07/19/24; and 4.3340 shares at $20.4968 per share received on 10/21/24.
(2) On 12/09/21 the reporting person was granted PARSUs subject to Non-GAAP Net Income and relative total stockholder return conditions being met at the time of vesting. These PARSUs vest 50% after 2 and 3 years subject to performance and are issued in Issuer's common stock.
(3) On 12/08/22 the reporting person was granted PARSUs subject to Non-GAAP Net Income and relative total stockholder return conditions being met at the time of vesting. These PARSUs vest 50% after 2 and 3 years subject to performance and are issued in Issuer's common stock.
(4) On 06/21/22 the reporting person was granted PARSUs subject to subject to Non-GAAP Net Income and relative total stockholder return conditions being met at the time of vesting. These PARSUs vest 50% 2 and 3 years subject to performance and are issued in Issuer's common stock.
(5) Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
(6) As previously reported, on 12/09/21 the reporting person was granted 162,549 restricted stock units ("RSUs"), 54,183 of which vested on 12/09/22, 52,161 of which vested on 12/09/23, and 52,162 of which will vest on 12/09/24. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 reflects 414.2370 dividend equivalent rights at $16.37 per RSU credited to the reporting person's account on 01/11/24, 389.2687 dividend equivalent rights at $17.42 per RSU credited to the reporting person's account on 04/12/24, 328.0629 dividend equivalent rights at $20.67 per RSU credited to the reporting person's account on 07/18/24, and 327.7458 dividend equivalent rights at $20.69 per RSU credited to the reporting person's account on 10/18/24.
(7) As previously reported, on 06/21/22, the reporting person was granted 32,510 RSUs, 10,836 of which vested on 12/09/22, 10,432 of which vested on 12/09/23, and 10,433 of which will vest on 12/09/24. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 reflects 82.8522 dividend equivalent rights at $16.37 per RSU credited to the reporting person's account on 01/11/24, 77.8582 dividend equivalent rights at $17.42 per RSU credited to the reporting person's account on 04/12/24, 65.6164 dividend equivalent rights at $20.67 per RSU credited to the reporting person's account on 07/18/24, and 65.5529 dividend equivalent rights at $20.69 per RSU credited to the reporting person's account on 10/18/24.
(8) As previously reported, on 12/08/22, the reporting person was granted 199,509 RSUs, 66,503 of which vested on 12/08/23, 63,118 of which vested on 12/08/24 and 63,118 of which will vest on 12/08/25. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock.
(9) The number of derivative securities in column 5 reflects 1,002.4850 dividend equivalent rights at $16.37 per RSU credited to the reporting person's account on 01/11/24, 942.0597 dividend equivalent rights at $17.42 per RSU credited to the reporting person's account on 04/12/24, 793.9371 dividend equivalent rights at $20.67 per RSU credited to the reporting person's account on 07/18/24, and 793.1696 dividend equivalent rights at $20.69 per RSU credited to the reporting person's account on 10/18/24. The number of derivative securities in column 5 reflects 3,711 vested dividend equivalent rights and a de minimus adjustment of 0.3486 due to fractional rounding of the dividend equivalent rights.
(10) As previously reported, on 12/07/23, the reporting person was granted 209,367 RSUs, 69,789 of which vested on 12/07/24, and 69,789 of which will vest on each of 12/07/25 and 12/07/26. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 reflects 1,662.6579 dividend equivalent rights at $16.37 per RSU credited to the reporting person's account on 01/11/24, 1,562.4403 dividend equivalent rights at $17.42 per RSU credited to the reporting person's account on 04/12/24, 1,316.7736 dividend equivalent rights at $20.67 per RSU credited to the reporting person's account on 07/18/24, and 1,315.5007 dividend equivalent rights at $20.69 per RSU credited to the reporting person's account on 10/18/24.
(11) The number of derivative securities in column 5 reflects 1,954 vested dividend equivalent rights and a de minimus adjustment of 0.6275 due to fractional rounding of the dividend equivalent rights.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.