8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________

FORM 8-K

______________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 28, 2018

______________________

Dell Technologies Inc.

(Exact name of registrant as specified in its charter)

______________________

Delaware	001-37867	80-0890963
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

One Dell Way Round Rock, Texas	78682
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (800) 289-3355

Not Applicable

(Former name or former address, if changed since last report)

______________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01    Regulation FD Disclosure.

On November 28, 2018, Dell Inc. (“Dell”), an indirect wholly-owned subsidiary of Dell Technologies Inc., issued a press release announcing a cybersecurity incident. A copy of the press release is furnished as Exhibit 99.1 to this current report and incorporated in this Item 7.01 by reference.

In accordance with General Instruction B.2 to Form 8-K, the information contained in this Item 7.01, including Exhibit 99.1 to this current report, is being “furnished” with the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under such section. Further, such information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, unless specifically identified as being incorporated therein by reference.

Item 8.01    Other Events.

On November 9, 2018, Dell detected and disrupted unauthorized activity on its network attempting to extract Dell.com customer information, which was limited to names, email addresses and hashed passwords. Though it is possible some of this information was removed from Dell’s network, Dell’s investigations found no conclusive evidence that any was extracted. Additionally, Dell cybersecurity measures are in place to limit the impact of any potential exposure. These include the hashing of Dell’s customers’ passwords and a mandatory Dell.com password reset. Credit card and other sensitive customer information was not targeted. The incident did not impact any Dell products or services.

Upon detection of the attempted extraction, Dell immediately implemented countermeasures and initiated an investigation. Dell also retained a digital forensics firm to conduct an independent investigation and has engaged law enforcement.

Item 9.01    Financial Statements and Exhibits.

(d)  Exhibits.

The following document is herewith furnished as an exhibit to this report:

Exhibit No.	Description.
99.1	Press release of Dell Inc. dated November 28, 2018.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 28, 2018	Dell Technologies Inc.
	By:	/s/ Janet Bawcom
		Janet Bawcom Senior Vice President and Assistant Secretary
		(Duly Authorized Officer)

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EX-99.1

Exhibit 99.1

News Release

DellAnnounces Potential Cybersecurity Incident

ROUND ROCK, Texas, Nov. 28, 2018 - Dell is announcing that on November 9, 2018, it detected and disrupted unauthorized activity on its network attempting to extract Dell.com customer information, which was limited to names, email addresses and hashed passwords. Though it is possible some of this information was removed from Dell’s network, our investigations found no conclusive evidence that any was extracted. Additionally, Dell cybersecurity measures are in place to limit the impact of any potential exposure. These include the hashing of our customers’ passwords and a mandatory Dell.com password reset. Credit card and other sensitive customer information was not targeted. The incident did not impact any Dell products or services.

Upon detection of the attempted extraction, Dell immediately implemented countermeasures and initiated an investigation. Dell also retained a digital forensics firm to conduct an independent investigation and has engaged law enforcement.

In this age of highly sophisticated information security threats, Dell is committed to doing all it can to protect customers’ information. This includes encouraging customers to change passwords for other accounts if they use the same password for their Dell.com account. Dell will continue to invest in its information technology networks and security to detect and prevent the risk of unauthorized activity.

Dell.com customers can find more information on a dedicated web page Dell established at www.dell.com/customerupdate.

About Dell

Dell Inc., a part of Dell Technologies, provides customers of all sizes - including 99 percent of the Fortune 500 - with a broad, innovative portfolio from edge to core to cloud. Dell Inc. comprises Dell client as well as Dell EMC infrastructure offerings that enable organizations to modernize, automate and transform their data center while providing today’s workforce and consumers what they need to securely connect, produce, and collaborate from anywhere at any time.

Media Contact:

Media Relations: Media.Relations@Dell.com

Copyright © 2018 Dell Inc. or its subsidiaries. All Rights Reserved. Dell, EMC and other trademarks are trademarks of Dell Inc. or its subsidiaries. Other trademarks may be trademarks of their respective owners.

Forward-Looking Statements Disclaimer

Statements in this press release that relate to future results and events are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933 and are based on Dell Technologies’ current expectations. In some cases, you can identify these statements by such forward-looking words as “anticipate,” “believe,” “confidence,” “could,” “estimate,” “expect,” “guidance,” “intend,” “may,” “objective,” “outlook,” “plan,” “project,” “possible,” “potential,” “should,” “will” and “would,” or similar words or expressions that refer to future events or outcomes. Dell Technologies’ results or events in future periods could differ materially from those expressed or implied by these forward-looking statements because of risks, uncertainties, and other factors, including those risks described in its filings with the SEC, including Dell Technologies’ annual report on Form 10-K for the fiscal year ended February 2, 2018, quarterly reports on Form 10-Q, current reports on Form 8-K, and other filings with the SEC. These filings are available for review through the SEC’s website at www.sec.gov. Any or all forward-looking statements Dell Technologies makes may turn out to be wrong

and can be affected by inaccurate assumptions Dell Technologies might make or by known or unknown risks, uncertainties and other factors, including those identified in this press release. Accordingly, you should not place undue reliance on the forward-looking statements made in this press release, which speak only as of its date. Dell Technologies does not undertake to update, and expressly disclaims any duty to update, its forward-looking statements, whether as a result of circumstances or events that arise after the date they are made, new information, or otherwise.