Sec Form 4 Filing - Neri Antonio F @ Hewlett Packard Enterprise Co - 2017-06-16

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Neri Antonio F 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 (Last) (First) (Middle) C/O HEWLETT PACKARD ENTERPRISE COMPANY, 3000 HANOVER STREET 3. Date of Earliest Transaction (MM/DD/YY) 06/16/2017 (Street) PALO ALTO, CA94304 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Common Stock 06/16/2017 M 25,137 A $ 16.49 30,073 D Common Stock 06/16/2017 F 9,447 D $ 16.49 20,626 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Units ( 1 ) ( 2 ) 06/16/2017 M 138.0673 ( 3 ) ( 3 ) ( 3 ) Common Stock 138.0673 ( 3 ) 0 D Restricted Stock Units ( 1 ) ( 2 ) 01/04/2017 A 242.4071 ( 4 ) ( 4 ) ( 4 ) Common Stock 242.4071 ( 4 ) 43,939.0447 D Restricted Stock Units ( 1 ) ( 2 ) 01/04/2017 A 1,042.516 ( 5 ) ( 5 ) ( 5 ) Common Stock 1,042.516 ( 5 ) 185,117.569 D Restricted Stock Units ( 1 ) ( 2 ) 01/04/2017 A 381.4721 ( 6 ) ( 6 ) ( 6 ) Common Stock 381.4721 ( 6 ) 67,735.8708 D Restricted Stock Units ( 1 ) ( 2 ) 01/04/2017 A 688.5866 ( 7 ) ( 7 ) ( 7 ) Common Stock 688.5866 ( 7 ) 120,804.608 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Neri Antonio F C/O HEWLETT PACKARD ENTERPRISE COMPANY 3000 HANOVER STREET PALO ALTO, CA94304 EVP and GM EG Signatures Derek Windham as Attorney-in-Fact for Antonio F. Neri 06/20/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As reported in the Registration Statement on Form 10 filed by Issuer with the SEC, in connection with the spin-off of Everett SpinCo, Inc. on 04/01/17, equity-based awards granted by Issuer, prior to the spin-off were converted to adjust the award in a manner intended to preserve the aggregate intrinsic value of the original award as measured immediately before and immediately after the spin-off, subject to rounding. The adjusted equity award is otherwise subject to the same terms and conditions that applied to the original award immediately prior to the spin-off, unless otherwise noted. The reporting person's equity-based awards reflect that conversion adjustment. ( 2 )Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. ( 3 )As previously reported, on 06/16/14 the reporting person was granted 30,490 restricted stock units ("RSUs"), 10,163 of which vested on 06/16/15, 18,278 of which vested on 06/16/16, and 24,068 of which vested 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 138.0673 dividend equivalent rights being reported reflect 50.6695 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 87.3978 dividend equivalent rights at $17.90 per RSU credited to the reporting person's account on 04/05/17. The number of derivative securities in column 5 includes 1,069 vested dividend equivalent rights and a de minimus adjustment of 0.6130 due to fractional rounding of the dividend equivalent rights. The amount in column 9 also reflects the conversion adjustment noted in footnote (1) above. ( 4 )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 vested on 12/10/16, and 42,257 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 242.4071 dividend equivalent rights being reported reflect 88.9599 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 153.4472 dividend equivalent rights at $17.90 per RSU credited to the reporting person's account on 04/05/17. Unvested RSUs in this footnote, and the amount in column 9 reflect the conversion adjustment noted in footnote (1) above. ( 5 )As previously reported, on 11/02/15 the reporting person was granted 207,039 RSUs, 69,013 of which vested on 11/02/16, and 90,867 of which will vest on each of 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. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 1,042.5160 dividend equivalent rights being reported reflect 382.5881 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 659.9279 dividend equivalent rights at $17.90 per RSU credited to the reporting person's account on 04/05/17. Unvested RSUs in this footnote, and the amount in column 9 reflect the conversion adjustment noted in footnote (1) above. ( 6 )As previously reported, on 12/09/15 the reporting person was granted 75,758 RSUs, 25,252 of which vested on 12/09/16, 33,249 of which will vest on 12/09/17, and 33,250 of which will vest on 12/09/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 381.4721 dividend equivalent rights being reported reflect 139.9953 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 241.4768 dividend equivalent rights at $17.90 per RSU credited to the reporting person's account on 04/05/17. Unvested RSUs in this footnote, and the amount in column 9 reflect the conversion adjustment noted in footnote (1) above. ( 7 )As previously reported, on 12/07/16 the reporting person was granted 91,167 RSUs, 40,012 of which will vest on each of 12/07/17, 12/07/18, and 12/17/19. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 688.5866 dividend equivalent rights being reported reflect 252.7017 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 435.8849 dividend equivalent rights at $17.90 per RSU credited to the reporting person's account on 04/05/17. Unvested RSUs in this footnote, and the amount in column 9 reflect the conversion adjustment noted in footnote (1) above.

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