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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Cox Jeremy

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP Controller and CTO

3. Date of Earliest Transaction (Month/Day/Year)
04/20/2023

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

Rule 10b5-1(c) Transaction Indication

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.

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	04/20/2023		M		25,027	A	$14.54	25,027	D
Common Stock	04/20/2023		F		6,090	D	$14.54	18,937	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	⁽¹⁾	01/13/2023		A		383.65⁽²⁾		⁽²⁾	⁽²⁾	Common Stock	383.65	⁽²⁾	30,103.6711	D
Restricted Stock Units	⁽¹⁾	01/13/2023		A		244.84⁽³⁾		⁽³⁾	⁽³⁾	Common Stock	244.84	⁽³⁾	17,854.8444	D
Restricted Stock Units	⁽¹⁾	01/13/2023		A		40.68⁽⁴⁾		⁽⁴⁾	⁽⁴⁾	Common Stock	40.68	⁽⁴⁾	2,965.6837	D
Restricted Stock Units	⁽¹⁾	01/13/2023		A		450.21⁽⁵⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	450.21	⁽⁵⁾	31,799.2069	D
Restricted Stock Units	⁽¹⁾	04/20/2023		M			25,027⁽⁶⁾	⁽⁶⁾	⁽⁶⁾	Common Stock	25,027	⁽⁶⁾	50,051	D
Restricted Stock Units	⁽¹⁾	01/13/2023		A		910.81⁽⁷⁾		⁽⁷⁾	⁽⁷⁾	Common Stock	910.81	⁽⁷⁾	62,297.8148	D

Explanation of Responses:

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

2. As previously reported, on 07/23/18, the reporting person was granted 129,282 restricted stock units ("RSUs"), 25,856 of which vested on each of 07/23/19 and 07/23/20, 25,857 of which vested on 07/23/21, 25,856 of which vested on 07/23/22, and 25,857 of which will vest on 07/23/23. The number of derivative securities in column 5 includes 188.6225 dividend equivalent rights at $16.45 per RSU credited to the reporting person's account on 01/13/23, and 195.0245 dividend equivalent rights at $15.91 per RSU credited to the reporting person's account on 04/14/23.

3. As previously reported, on 12/10/20, the reporting person was granted 49,505 RSUs, 16,501 of which vested on 12/10/21, 16,502 of which vested on 12/10/22, and 16,502 of which will vest on 12/10/23. 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 includes 120.3793 dividend equivalent rights at $16.45 per RSU credited to the reporting person's account on 01/13/23, and 124.4651 dividend equivalent rights at $15.91 per RSU credited to the reporting person's account on 04/14/23.

4. As previously reported, on 12/16/20, the reporting person was granted 8,224 RSUs, 2,741 of which vested on 12/16/21, 2,741 of which vested on 12/16/22, and 2,742 of which will vest on 12/16/23. 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 includes 20.0024 dividend equivalent rights at $16.45 per RSU credited to the reporting person's account on 01/13/23, and 20.6813 dividend equivalent rights at $15.91 per RSU credited to the reporting person's account on 04/14/23.

5. As previously reported, on 12/09/21, the reporting person was granted 45,514 RSUs, 15,171 of which vested on 12/09/22, 15,171 of which will vest 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 includes 221.3471 dividend equivalent rights at $16.45 per RSU credited to the reporting person's account on 01/13/23, and 228.8598 dividend equivalent rights at $15.91 per RSU credited to the reporting person's account on 04/14/23.

6. As previously reported, on 04/20/22, the reporting person was granted 72,639 RSUs, 24,213 of which vested on 04/20/23, and 24,213 of which will vest on each of 04/20/24 and 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 includes 529.8894 dividend equivalent rights at $16.45 per RSU credited to the reporting person's account on 01/13/23, and 547.8743 dividend equivalent rights at $15.91 per RSU credited to the reporting person's account on 04/14/23. The number of derivative securities in column 5 also reflects 814 vested dividend equivalent rights and a de minimus adjustment of 0.8081 due to fractional rounding of the dividend equivalent rights.

7. As previously reported, on 12/08/22, the reporting person was granted 61,387 RSUs, 20,462 of which will vest on each of 12/08/23 and 12/08/24, and 20,463 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 includes 447.8079 dividend equivalent rights at $16.45 per RSU credited to the reporting person's account on 01/13/23, and 463.0069 dividend equivalent rights at $15.91 per RSU credited to the reporting person's account on 04/14/23.

	Ki Hoon Kim as Attorney-in-Fact for Jeremy K. Cox	04/24/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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