Hewlett Packard Enterprise Co.

12/10/2024 | Press release | Distributed by Public on 12/10/2024 20:31

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
OMB APPROVAL
OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
Cox Jeremy
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)
SVP, Controller & CTO
(Last) (First) (Middle)
C/O HEWLETT PACKARD ENTERPRISE COMPANY, 1701 E MOSSY OAKS ROAD 		3. Date of Earliest Transaction (Month/Day/Year)
12/06/2024
(Street)
SPRING, 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 12/06/2024 S 7,771 D $23 0 D
Common Stock 12/07/2024 M 74,400 A $23.95 74,400 D
Common Stock 12/07/2024 F 25,785 D $23.95 48,615 D
Common Stock 12/08/2024 M 21,633 A $23.95 70,248 D
Common Stock 12/08/2024 F 8,513 D $23.95 61,735 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 (1) 10/18/2024 A 95.3291 (2) (2) Common Stock 95.3291 (2) 16,542.4607 D
Restricted Stock Units (1) 10/18/2024 A 152.1358 (3) (3) Common Stock 152.1358 (3) 26,051.4188 D
Restricted Stock Units (1) 12/08/2024 M 21,663 (4) (4) Common Stock 21,633 (4) 21,633 D
Restricted Stock Units (1) 12/07/2024 M 74,400 (5) (5) Common Stock 74,400 (5) 148,797 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cox Jeremy
C/O HEWLETT PACKARD ENTERPRISE COMPANY
1701 E MOSSY OAKS ROAD
SPRING, TX 77389 		SVP, Controller & CTO

Signatures

Ki Hoon Kim as Attorney-in-Fact for Jeremy K. Cox 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) Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
(2) As previously reported, on 12/09/21, the reporting person was granted 45,514 restricted stock units ("RSUs"), 15,171 of which vested on 12/09/22, 15,171 of which vested on 12/09/23, and 15,172 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 95.3291 dividend equivalent rights at $20.69 per RSU credited to the reporting person's account on 10/18/24.
(3) As previously reported, on 04/20/22, the reporting person was granted 72,639 RSUs, 24,213 of which vested on 04/20/23, 24,213 of which vested on 04/20/24 and 24,213 of which will vest on 04/20/25. 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 152.1358 dividend equivalent rights at $20.69 per RSU credited to the reporting person's account on 10/18/24.
(4) As previously reported, on 12/08/22, the reporting person was granted 61,387 RSUs, 20,462 of which vested on 12/08/23, 20,462 of which vested on 12/08/24, and 20,463 of which will vest on12/08/25. 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 257.1411 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 1,171 vested dividend equivalent rights and a de minimus adjustment of 0.0586 due to fractional rounding of the dividend equivalent rights.
(5) As previously reported, on 12/07/23, the reporting person was granted 217,122 RSUs, 72,374 of which vested on 12/07/24, and 72,374 of which will vest on each of 12/07/25, and 12/07/26. The number of derivative securities in column 5 reflects 1,364.2272 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 2,026 vested dividend equivalent rights and a de minimus adjustment of 0.6691 due to fractional rounding of the dividend equivalent rights.

Remarks:
The sales reported on this Form 4 were pursuant to a Rule 10b5-1 plan adopted by the reporting person on 06/11/24.
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.