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^*

Neri Antonio F

(Last)

(First)

(Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

3000 HANOVER STREET

(Street)

PALO ALTO

94304

(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)
	EVP and GM EG

3. Date of Earliest Transaction (Month/Day/Year)
09/21/2016

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	09/21/2016		M		4,496	A	$18.6	21,213	D
Common Stock	09/21/2016		S		4,496⁽¹⁾	D	$23	16,717	D
Common Stock	09/21/2016		M		14,658	A	$13.12	31,375	D
Common Stock	09/21/2016		S		14,658⁽¹⁾	D	$23	16,717	D
Common Stock	09/21/2016		M		14,837	A	$15.8	31,554	D
Common Stock	09/21/2016		S		14,837⁽¹⁾	D	$23	16,717	D
Common Stock	09/21/2016		M		96,349	A	$7.69	113,066	D
Common Stock	09/21/2016		S		96,349⁽¹⁾	D	$23	16,717	D
Common Stock	09/21/2016		M		34,914	A	$15.01	51,631	D
Common Stock	09/21/2016		S		34,914⁽¹⁾	D	$23	16,717	D
Common Stock	09/21/2016		M		48,145	A	$20.78	64,862	D
Common Stock	09/21/2016		S		48,145⁽¹⁾	D	$23	16,717	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)
Employee Stock Option (Right to Buy)	$18.6	09/21/2016		M			4,496	12/01/2009⁽²⁾	12/01/2016⁽³⁾	Common Stock	4,496	$0	0	D
Employee Stock Option (Right to Buy)	$13.12	09/21/2016		M			14,658	09/27/2012⁽²⁾	09/27/2019⁽³⁾	Common Stock	14,658	$0	14,658	D
Employee Stock Option (Right to Buy)	$15.8	09/21/2016		M			14,837	12/07/2012⁽²⁾	12/07/2019⁽³⁾	Common Stock	14,837	$0	14,838	D
Employee Stock Option (Right to Buy)	$7.69	09/21/2016		M			96,349	12/06/2013⁽²⁾	12/06/2020⁽³⁾	Common Stock	96,349	$0	96,349	D
Employee Stock Option (Right to Buy)	$15.01	09/21/2016		M			34,914	12/11/2014⁽²⁾	12/11/2021⁽³⁾	Common Stock	34,914	$0	69,830	D
Employee Stock Option (Right to Buy)	$20.78	09/21/2016		M			48,145	12/10/2015⁽²⁾	12/10/2022⁽³⁾	Common Stock	48,145	$0	240,728	D
Restricted Stock Units	⁽⁴⁾	07/06/2016		A		34.7875⁽⁵⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	34.7875	⁽⁵⁾	12,216.8854	D
Restricted Stock Units	⁽⁴⁾	07/06/2016		A		54.6413⁽⁶⁾		⁽⁶⁾	⁽⁶⁾	Common Stock	54.6413	⁽⁶⁾	18,929.6413	D
Restricted Stock Units	⁽⁴⁾	07/06/2016		A		191.8633⁽⁷⁾		⁽⁷⁾	⁽⁷⁾	Common Stock	191.8633	⁽⁷⁾	66,174.1011	D
Restricted Stock Units	⁽⁴⁾	07/06/2016		A		618.8666⁽⁸⁾		⁽⁸⁾	⁽⁸⁾	Common Stock	618.8666	⁽⁸⁾	209,061.296	D
Restricted Stock Units	⁽⁴⁾	07/06/2016		A		226.4505⁽⁹⁾		⁽⁹⁾	⁽⁹⁾	Common Stock	226.4505	⁽⁹⁾	76,497.9819	D

Explanation of Responses:

1. The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 09/13/16.

2. This option became exercisable beginning on this date.

3. This option is no longer exercisable beginning on this date.

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

5. As previously reported, on 12/11/13 the reporting person was granted 19,413 restricted stock units ("RSUs"), 6,471 of which vested on 12/11/14, 6,471 of which vested early on 09/17/15, and 11,638 of which will vest on 12/11/16. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 34.7875 dividend equivalent rights being reported reflect 34.7875 dividend equivalent rights at $18.40 per RSU credited to the reporting person's account on 07/06/16.

6. As previously reported, on 06/16/14 the reporting person was granted 30,490 RSUs, 10,163 of which vested on 06/16/15, 18,278 of which vested on 06/16/16, and 18,280 of which will vest on 06/16/17. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock.. The 54.6413 dividend equivalent rights being reported reflect 54.6413 dividend equivalent rights at $18.40 per RSU credited to the reporting person's account on 07/06/16.

7. As previously reported, on 12/10/14 the reporting person was granted 53,533 RSUs, 17,844 of which vested early on 09/17/15, 32,093 of which will vest on 12/10/16, and 32,094 of which will vest on 12/10/17. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 191.8633 dividend equivalent rights being reported reflect 191.8633 dividend equivalent rights at $18.40 per RSU credited to the reporting person's account on 07/06/16.

8. As previously reported, on 11/02/15 the reporting person was granted 207,039 RSUs, 69,013 of which will vest on each of 11/02/16, 11/02/17, and 11/02/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 618.8666 dividend equivalent rights being reported reflect 618.8666 dividend equivalent rights at $18.40 per RSU credited to the reporting person's account on 07/06/16.

9. As previously reported, on 12/09/15 the reporting person was granted 75,758 RSUs, 25,252 of which will vest on 12/09/16, and 25,253 of which will vest on each of 12/09/17 and 12/09/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 226.4505 dividend equivalent rights being reported reflect 226.4505 dividend equivalent rights at $18.40 per RSU credited to the reporting person's account on 07/06/16.

Remarks:

	Derek Windham as Attorney-in-Fact for Antonio F. Neri	09/22/2016
	** 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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