Sec Form 4 Filing - SCHULTZ JOHN F @ Hewlett Packard Enterprise Co - 2020-12-10

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
SCHULTZ JOHN 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, COLO & SEC
(Last) (First) (Middle)
C/O HEWLETT PACKARD ENTERPRISE COMPANY, 11445 COMPAQ CENTER DRIVE WEST
3. Date of Earliest Transaction (MM/DD/YY)
12/10/2020
(Street)
HOUSTON, TX77070
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 12/10/2020 M 39,987 A $ 12.12 551,522.0693 ( 1 ) D
Common Stock 12/10/2020 F 19,827 D $ 12.12 531,695.0693 D
Common Stock 12/10/2020 M 38,483 A $ 12.12 570,178.0693 D
Common Stock 12/10/2020 F 19,081 D $ 12.12 551,097.0693 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 ( 2 ) 12/10/2020 M 39,987 ( 3 ) ( 3 ) ( 3 ) Common Stock 39,987 ( 3 ) 39,986 D
Restricted Stock Units ( 2 ) 12/10/2020 M 38,483 ( 4 ) ( 4 ) ( 4 ) Common Stock 38,483 ( 4 ) 76,966 D
Restricted Stock Units ( 2 ) 12/10/2020 A 178,424 ( 5 ) ( 5 ) ( 5 ) Common Stock 178,424 ( 5 ) 178,424 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCHULTZ JOHN F
C/O HEWLETT PACKARD ENTERPRISE COMPANY
11445 COMPAQ CENTER DRIVE WEST
HOUSTON, TX77070
EVP, COLO & SEC
Signatures
Derek Windham as Attorney-in-Fact for John F. Schultz 12/14/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )To clarify, the total beneficial ownership in Column 5 reflects an adjustment of 26,535 shares in connection with the 12/07/20 vesting of the reporting person's performance adjusted restricted stock units previously reported as 3,791 instead of 23,791 shares withheld for taxes, and 18,918 instead of 25,453 shares withheld for taxes, thereby reducing the beneficial holdings from 538,070.0693 to 511,535.0693.
( 2 )Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
( 3 )As previously reported, on 12/10/18 the reporting person was granted 111,531 Restricted Stock Units ("RSUs"), 37,177 of which vested on each of 12/10/19 and 12/10/20, and 37,177 of which will vest on 12/10/21. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 also includes 2,810 vested dividend equivalent rights and a de minimus adjustment of 0.4050 due to fractional rounding of the dividend equivalent rights.
( 4 )As previously reported, on 12/10/19 the reporting person was granted 110,480 RSUs, 36,826 of which vested on 12/10/20, and 36,827 of which will vest on each of 12/10/21 and 12/10/22. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of derivative securities in column 5 also includes 1,657 vested dividend equivalent rights and a de minimus adjustment of 0.8694 due to fractional rounding of the dividend equivalent rights.
( 5 )On 12/10/20 the reporting person was granted 178,424 RSUs, 59,474 of which will vest on 12/10/21, and 59,475 of which will vest on each of 12/10/22 and 12/10/23. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock.

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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.