Sec Form 4 Filing - Karros Kirt P @ Hewlett Packard Enterprise Co - 2017-11-02

Insider filing report for Changes in Beneficial Ownership
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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)
11/02/2017
(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 11/02/2017 M 24,846 A $ 13.63 24,846 D
Common Stock 11/02/2017 F 12,966 D $ 13.63 11,880 D
Common Stock 11/06/2017 S 11,880 ( 1 ) D $ 13.3578 ( 2 ) 0 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 ( 4 ) ( 3 ) 07/05/2017 A 298.8304 ( 5 ) ( 5 ) ( 5 ) Common Stock 298.8304 ( 5 ) 41,986.0866 ( 5 ) D
Restricted Stock Units ( 4 ) ( 3 ) 11/02/2017 M 24,846 ( 6 ) ( 6 ) ( 6 ) Common Stock 24,846 ( 6 ) 24,844 ( 6 ) D
Restricted Stock Units ( 4 ) ( 3 ) 07/05/2017 A 125.6909 ( 7 ) ( 7 ) ( 7 ) Common Stock 125.6909 ( 7 ) 17,454.7298 ( 7 ) D
Restricted Stock Umits ( 4 ) ( 3 ) 07/05/2017 A 226.8648 ( 8 ) ( 8 ) ( 8 ) Common Stock 226.8648 ( 8 ) 31,130.9534 ( 8 ) 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 11/06/2017
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 03/09/17.
( 2 )The price in Column 4 is a weighted average price. The prices actually paid ranged from $13.24 to $13.48. Upon request, the reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff information regarding the number of shares purchased at each price within the range.
( 3 )Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
( 4 )As reported in the Registration Statements on Form 10 filed by Issuer with the SEC, in connection with the spin-offs of Everett SpinCo, Inc. on 04/01/17 and Seattle SpinCo, Inc. on 09/01/17, equity-based awards granted by Issuer, prior to the spin-offs 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-offs, 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-offs, unless otherwise noted. The reporting person's equity based awards reflect the conversion adjustments.
( 5 )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 40,415 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 298.8304 dividend equivalent rights being reported reflect 121.3321 dividend equivalent rights at $16.94 per RSU credited to the reporting person's account on 07/05/17, and 177.4983 dividend equivalent rights at $14.80 per RSU credited to the reporting person's account on 10/04/17. Unvested RSUs in this footnote, and the amount in column 9 reflect the conversion adjustments noted in footnote (4) above.
( 6 )As previously reported, on 11/02/15 the reporting person was granted 43,133 RSUs, 14,377 of which vested on 11/02/16, 24,196 of which vested on 11/02/17, and 24,196 of which will vest on 11/02/18. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 357.8116 dividend equivalent rights being reported reflect 145.2792 dividend equivalent rights at $16.94 per RSU credited to the reporting person's account on 07/05/17, and 212.5324 dividend equivalent rights at $14.80 per RSU credited to the reporting person's account on 10/04/17. The number of derivative securities in column 5 includes 650 vested dividend equivalent rights and a de minimus adjustment of 0.9106 due to fractional rounding of the dividend equivalent rights. Unvested RSUs in this footnote, and the amount in column 9 reflect the conversion adjustments noted in footnote (4) above.
( 7 )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 8,499 of which will vest on 12/09/17, and 8,500 of which willl 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. The 125.6909 dividend equivalent rights being reported reflect 51.0331 dividend equivalent rights at $16.94 per RSU credited to the reporting person's account on 07/05/17, and 74.6578 dividend equivalent rights at $14.80 per RSU credited to the reporting person's account on 10/04/17. Unvested RSUs in this footnote, and the amount in column 9 reflect the conversion adjustments noted in footnote (4) above.
( 8 )As previously reported, on 12/07/16 the reporting person was granted 18,233 RSUs, 10,227 of which will vest on each of 12/07/17 and 12/07/18, and 10,228 of which will vest on 12/07/19. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The 226.8648 dividend equivalent rights being reported reflect 92.1128 dividend equivalent rights at $16.94 per RSU credited to the reporting person's account on 07/05/17, and 134.7520 dividend equivalent rights at $14.80 per RSU credited to the reporting person's account on 10/04/17. Unvested RSUs in this footnote, and the amount in column 9 reflect the conversion adjustments noted in footnote (4) above.

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