SEC FORM 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Neri Antonio F

(Last)

(First)

(Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

1701 E MOSSY OAKS ROAD

(Street)

SPRING

77389

(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)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/07/2024

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/07/2024		A		203,457⁽¹⁾	A	$23.95	1,712,098	D
Common Stock	12/07/2024		F		80,062	D	$23.95	1,632,036	D
Common Stock	12/07/2024		A		262,598⁽²⁾	A	$23.95	1,894,634	D
Common Stock	12/07/2024		F		103,333	D	$23.95	1,791,301	D
Common Stock	12/07/2024		M		170,055	A	$23.95	1,961,356	D
Common Stock	12/07/2024		F		66,918	D	$23.95	1,894,438	D
Common Stock	12/08/2024		M		156,363	A	$23.95	2,050,801	D
Common Stock	12/08/2024		F		58,057	D	$23.95	1,992,744	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽³⁾	10/18/2024		A		852.1377⁽⁴⁾		⁽⁴⁾	⁽⁴⁾	Common Stock	852.1377	⁽⁴⁾	148,054.2117	D
Restricted Stock Units	⁽³⁾	12/08/2024		M			156,363⁽⁵⁾	⁽⁵⁾	⁽⁵⁾	Common Stock	156,363	⁽⁵⁾	156,363	D
Restricted Stock Units	⁽³⁾	12/07/2024		M			170,055⁽⁶⁾	⁽⁶⁾	⁽⁶⁾	Common Stock	170,055	⁽⁶⁾	340,108	D

Explanation of Responses:

1. 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.

2. 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.

3. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

4. As previously reported, on 12/09/21 the reporting person was granted 422,627 restricted stock units ("RSUs"), 140,875 of which vested on 12/09/22, 135,621 of which vested on 12/09/23, and 135,621 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 852.1377 dividend equivalent rights at $20.69 per RSU credited to the reporting person's account on 10/18/24.

5. As previously reported, on 12/08/22, the reporting person was granted 460,405 RSUs, 153,468 of which vested on 12/08/23, 147,743 of which vested on 12/08/24, and 147,744 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. The number of derivative securities in column 5 reflects 1,856.6124 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 8,620 vested dividend equivalent rights and a de minimus adjustment of 0.2844 due to fractional rounding of the dividend equivalent rights.

6. As previously reported, on 12/07/23, the reporting person was granted 496,278 RSUs, 165,426 of which vested on 12/07/24, and 165,426 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 3,118.2281 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 4,629 vested dividend equivalent rights and a de minimus adjustment of 0.8391 due to fractional rounding of the dividend equivalent rights.

	Ki Hoon Kim as Attorney-in-Fact for Antonio F. Neri	12/10/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.