0001209191-16-140836.txt : 20160909 0001209191-16-140836.hdr.sgml : 20160909 20160909185839 ACCESSION NUMBER: 0001209191-16-140836 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160907 FILED AS OF DATE: 20160909 DATE AS OF CHANGE: 20160909 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VMWARE, INC. CENTRAL INDEX KEY: 0001124610 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943292913 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3401 HILLVIEW AVENUE CITY: PALO ALTO STATE: CA ZIP: 94304 BUSINESS PHONE: (650) 427-5000 MAIL ADDRESS: STREET 1: 3401 HILLVIEW AVENUE CITY: PALO ALTO STATE: CA ZIP: 94304 FORMER COMPANY: FORMER CONFORMED NAME: VMWARE INC DATE OF NAME CHANGE: 20000923 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BROWN MICHAEL W CENTRAL INDEX KEY: 0001205542 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33622 FILM NUMBER: 161879757 MAIL ADDRESS: STREET 1: EMC CORPORATION STREET 2: 176 SOUTH STREET CITY: HOPKINTON STATE: MA ZIP: 01748 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-09-07 0 0001124610 VMWARE, INC. VMW 0001205542 BROWN MICHAEL W 3401 HILLVIEW AVENUE PALO ALTO CA 94304 1 0 0 0 Dell Technologies Class V common stock 2016-09-07 4 J 0 13308 A see footnote 2 13308 D Received in connection with the acquisition by Dell Technologies Inc. ("DT") of EMC Corporation ("EMC") by merger (the "Merger"), in exchange for 119,402 shares of EMC common stock. The reporting person acquired the right to receive $24.05 in cash and 0.11146 shares of DT Class V common stock (the "Class V stock") per share of EMC common stock at the effective time of the Merger. On the effective date of the Merger, the closing price of the Class V stock was $48.00 per share. The Class V stock has no exercise date or expiration date. As of June 30, 2016, EMC held 80.6% of the outstanding common stock of VMware, Inc. ("VMW") and 97.4% of the combined voting power of VMW's outstanding common stock. Effective at the effective time of the Merger, DT became the indirect owner of all of such shares, and VMW became an indirectly-held, majority-owned subsidiary of DT. The Class V stock is intended to track and reflect the economic performance of the Class V Group of DT, which will initially have attributed to it approximately 65% of the economic value of EMC's economic interest in VMware, which was acquired by DT in the Merger. Accordingly, the Class V stock may be considered a derivative security relating to VMW Class A common stock or an equity security relating to VMW. The filing of this Form 4 shall not be deemed an admission that the Class V stock is a derivative security relating to VMW Class A common stock or an equity security relating to VMW for purposes of Section 16 of the Securities Exchange Act of 1934. Larry Wainblat, attorney-in-fact 2016-09-09