Sec Form 4 Filing - Karros Kirt P @ Hewlett Packard Enterprise Co - 2017-05-10

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 Karros Kirt P 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, Finance & Treasurer (Last) (First) (Middle) C/O HEWLETT PACKARD ENTERPRISE COMPANY, 3000 HANOVER STREET 3. Date of Earliest Transaction (MM/DD/YY) 05/10/2017 (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 05/10/2017 M 56,797 A $ 11.01 56,797 D Common Stock 05/10/2017 S 56,797 ( 1 ) D $ 18.99 0 D Common Stock 05/10/2017 M 6,650 A $ 11.28 6,650 D Common Stock 05/10/2017 S 6,650 ( 1 ) D $ 18.99 0 D Common Stock 05/11/2017 M 31,621 A $ 18.86 31,621 D Common Stock 05/11/2017 F 11,883 D $ 18.86 19,738 D Common Stock 05/11/2017 M 971 A $ 18.86 20,709 D Common Stock 05/11/2017 F 365 D $ 18.86 20,344 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 Employee Stock Option (Right to buy) ( 5 ) $ 11.01 05/10/2017 M 56,797 11/02/2016( 3 ) 11/02/2023( 4 ) Common Stock 56,797 $ 0 113,596 D Employee Stock Option (Right to buy) ( 5 ) $ 11.28 05/10/2017 M 6,650 12/09/2016( 3 ) 12/09/2023( 4 ) Common Stock 6,650 $ 0 13,301 D Restricted Stock Units ( 5 ) ( 2 ) 05/11/2017 M 31,621 ( 6 ) ( 6 ) ( 6 ) Common Stock 31,621 ( 6 ) 32,590 D Restricted Stock Units ( 5 ) ( 2 ) 01/04/2017 A 217.1952 ( 7 ) ( 7 ) ( 7 ) Common Stock 217.1952 ( 7 ) 38,565.2693 D Restricted Stock Units ( 5 ) ( 2 ) 01/04/2017 A 76.2974 ( 8 ) ( 8 ) ( 8 ) Common Stock 76.2974 ( 8 ) 13,547.1145 D Restricted Stock Umits ( 5 ) ( 2 ) 01/04/2017 A 137.7118 ( 9 ) ( 9 ) ( 9 ) Common Stock 137.7118 ( 9 ) 24,159.7158 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Karros Kirt P C/O HEWLETT PACKARD ENTERPRISE COMPANY 3000 HANOVER STREET PALO ALTO, CA94304 SVP, Finance & Treasurer Signatures Derek Windham as Attorney-in-Fact for Kirt P. Karros 05/12/2017 Signature of Reporting Person Date

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 03/19/17. ( 2 )Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. ( 3 )This option vested and became exercisable beginning on this date. ( 4 )This option is no longer exercisable beginning on this date. ( 5 )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. ( 6 )As previously reported, on 05/11/15, the reporting person was granted 40,059 restricted stock units ("RSUs"), 24,015 of which vested on 05/11/16, and 31,621 of which vested on 05/11/17, and 31,621 of which will vest on and 05/11/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The dividend equivalent rights being reported include 133.1377 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 229.6497 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 971 vested dividend equivalent rights and a de minimus adjustment of 0.9480 due to fractional rounding of the dividend equivalent rights. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment noted in footnote (5) above. ( 7 )As previously reported, on 11/02/15 the reporting person was granted 43,133 RSUs, 14,377 of which vested on 11/02/16, and 18,931 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. The dividend equivalent rights being reported include 79.7075 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 137.4877 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 5 reflect the conversion adjustment noted in footnote (5) above. ( 8 )As previously reported, on 12/09/15 the reporting person was granted 15,152 RSUs, 5,050 of which vested on 12/09/16, and 6,650 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 dividend equivalent rights being reported include 28.0013 dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 48.2961 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 5 reflect the conversion adjustment noted in footnote (5) above. ( 9 )As previously reported, on 12/07/16 the reporting person was granted 18,233 RSUs, 8,002 of which vests on each of 12/07/17, and 6,650 of which will vest on each of 12/09/17, 12/09/18. Dividend equivalent rights accrue with respe6t to these RSUs when and as dividends are paid on Issuer's common stock. The dividend equivalent rights being reported include 50.5392,dividend equivalent rights at $23.45 per RSU credited to the reporting person's account on 01/04/17, and 87.1726 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 5 reflect the conversion adjustment noted in footnote (5) above.

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

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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