0000899243-20-000066.txt : 20200102
0000899243-20-000066.hdr.sgml : 20200102
20200102165243
ACCESSION NUMBER: 0000899243-20-000066
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191230
FILED AS OF DATE: 20200102
DATE AS OF CHANGE: 20200102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Dell Technologies Inc
CENTRAL INDEX KEY: 0001571996
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33622
FILM NUMBER: 20502127
BUSINESS ADDRESS:
STREET 1: ONE DELL WAY
CITY: ROUND ROCK
STATE: TX
ZIP: 78682
BUSINESS PHONE: 800-289-3355
MAIL ADDRESS:
STREET 1: ONE DELL WAY
CITY: ROUND ROCK
STATE: TX
ZIP: 78682
FORMER NAME:
FORMER CONFORMED NAME: Denali Holding Inc.
DATE OF NAME CHANGE: 20130313
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: EMC CORP
CENTRAL INDEX KEY: 0000790070
STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572]
STATE OF INCORPORATION: MA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33622
FILM NUMBER: 20502128
BUSINESS ADDRESS:
STREET 1: 176 SOUTH STREET
CITY: HOPKINTON
STATE: MA
ZIP: 01748-9103
BUSINESS PHONE: 5082937208
MAIL ADDRESS:
STREET 1: 176 SOUTH STREET
CITY: HOPKINTON
STATE: MA
ZIP: 01748-9103
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: 0131
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
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-12-30
0
0001124610
VMWARE, INC.
VMW
0001571996
Dell Technologies Inc
ONE DELL WAY
ROUND ROCK
TX
78682
1
0
1
0
0000790070
EMC CORP
ONE DELL WAY
ROUND ROCK
TX
78682
1
0
1
0
Class B Common Stock
2019-12-30
4
A
0
7221836
A
Class A Common Stock
7221836
307221836
I
See footnote
Each share of Class B common stock of Pivotal Software, Inc. ("Pivotal") beneficially owned by the reporting persons is convertible into one share of Class A common stock of Pivotal at any time at the holder's election.
On December 30, 2019, Pivotal and VMware, Inc. ("VMware") completed the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement") by and among Pivotal, VMware and Raven Transaction Sub, a wholly-owned subsidiary of VMware ("Merger Sub"). Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into Pivotal (the "Merger"), with Pivotal surviving the Merger as a wholly-owned subsidiary of VMware and Merger Sub ceasing to exist following the Merger.
Pursuant to the Merger Agreement, each outstanding share of Class A common stock of Pivotal, other than (i) shares held by any of Pivotal's stockholders who have properly exercised and perfected their appraisal rights under Section 262 of the Delaware General Corporation Law and (ii) shares held in the treasury of Pivotal or owned, directly or indirectly, by Dell Technologies Inc., EMC Equity Assets LLC, VMW Holdco LLC, VMware or Merger Sub immediately prior to the December 30, 2019, was canceled and ceased to exist and was automatically converted into the right to receive $15.00 in cash and each share of Class B common stock of Pivotal (other than those held by VMware or Merger Sub) was canceled and converted into the right to receive 0.0550 shares of Class B common stock of VMware.
[Continuation] On December 30, 2019, in connection with the closing of the transactions under the Merger Agreement, the 131,306,110 shares of Class B common stock of Pivotal previously held by EMC Equity Assets LLC ("EMC Sub"), a direct wholly-owned subsidiary of EMC Corporation ("EMC"), were canceled and EMC Sub received 7,221,836 shares of Class B common stock of VMware.
Of the 307,221,836 shares of Class B Common Stock reported in Column 9 of Table II, (a) EMC is the record holder of 240,000,000 shares, (b) VMW Holdco LLC, a direct wholly-owned subsidiary of EMC, is the record holder of 60,000,000 shares, and (c) EMC Sub is the record holder of 7,221,836 shares. EMC is directly wholly owned by Dell Inc., which in turn is indirectly wholly owned by Dell Technologies Inc. through its directly held wholly-owned subsidiary Denali Intermediate Inc.
Dell Technologies Inc. By: /s/ Robert Potts, Senior Vice President & Assistant Secretary
2020-01-02
EMC Corporation By: /s/ Robert Potts, Senior Vice President & Assistant Secretary
2020-01-02