Sec Form 4 Filing - DORMAN DAVID W @ Dell Technologies Inc. - 2021-12-26

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 DORMAN DAVID W 2. Issuer Name and Ticker or Trading Symbol Dell Technologies Inc. [ DELL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O CENTERVIEW CAPITAL TECHNOLOGY LTD., 64 WILLOW PLACE, SUITE 101 3. Date of Earliest Transaction (MM/DD/YY) 12/26/2021 (Street) MENLO PARK, CA94025 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 Class C Common Stock 12/26/2021 A( 1 ) 1,417 A $ 0 175,779( 2 ) 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other DORMAN DAVID W C/O CENTERVIEW CAPITAL TECHNOLOGY LTD. 64 WILLOW PLACE, SUITE 101 MENLO PARK, CA94025 X Signatures /s/ Robert Potts, Attorney-in-Fact 12/28/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents an award of Class C Common Stock granted to the reporting person in accordance with the Amended and Restated Compensation Program for Independent Non-Employee Directors of Dell Technologies Inc. (the "Issuer") in replacement of an award of 720 deferred stock units ("DSUs") granted to the reporting person on September 30, 2021 under such program (as adjusted to a total of 1,417 DSUs in accordance with the adjustment described in footnote 2 (the "Post-Adjustment DSUs")). On December 26, 2021, the Post-Adjustment DSUs were cancelled in connection with the foregoing award of Class C Common Stock. ( 2 )On November 1, 2021, the Issuer completed a special distribution of all of the shares of common stock of its former subsidiary, VMware, Inc., that it beneficially owned to its stockholders on a pro rata basis (the "Transaction"). In connection with the Transaction, the Issuer implemented an equitable adjustment to outstanding equity awards held by participants in the Issuer's 2013 Stock Incentive Plan in accordance with the terms of the plan, as a result of which (a) 8,976 DSUs previously reported by the reporting person were adjusted to a total of 17,669 DSUs (including in such amount the Post-Adjustment DSUs) and (b) 2,162 restricted stock units ("RSUs") previously reported by the reporting person were adjusted to a total of 4,255 RSUs. Following the adjustment and cancellation referred to above, the reporting person now beneficially owns 16,252 DSUs and 4,255 RSUs.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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