Sec Form 4/A Filing - LAWRIE JOHN M @ DXC Technology Co - 2019-09-12

FORM 4/A 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 LAWRIE JOHN M 2. Issuer Name and Ticker or Trading Symbol DXC Technology Co [ DXC] 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) 1775 TYSONS BOULEVARD 3. Date of Earliest Transaction (MM/DD/YY) 09/12/2019 (Street) TYSONS, VA22102 4. If Amendment, Date Original Filed (MM/DD/YY) 09/16/2019 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 09/12/2019 M 16,006 A $ 0 928,328 ( 1 ) ( 2 ) ( 3 ) D Common Stock 09/12/2019 A 169,763 ( 4 ) A $ 0 1,098,091 ( 1 ) D Common Stock 10/04/2019 F 66,802 ( 5 ) D $ 27.27 1,031,289 ( 1 ) D Common Stock 10/23/2019 F 37,723 ( 6 ) D $ 27.98 993,566 ( 1 ) 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 Derivati ve 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) $ 0 09/12/2019 M 16,006 ( 7 ) ( 7 ) Common Stock 16,006 $ 0 66,707 ( 8 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other LAWRIE JOHN M 1775 TYSONS BOULEVARD TYSONS, VA22102 X Signatures William L. Deckelman, Jr., Attorney-in-Fact 10/25/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Amount reported includes vested, unreleased Restricted Stock Units ("RSUs"); vested, unreleased Career Shares; and earned, unvested performance-vesting RSUs. ( 2 )Due to the reporting person's retirement as President and CEO of the Company (the "Retirement"), 27,594 time-vesting RSUs awarded on May 30, 2018 vested early on September 12, 2019 and will be settled as soon as practicable. ( 3 )Due to the reporting person's Retirement, 58,351 time-vesting RSUs awarded on May 29, 2019 vested early on September 12, 2019 and will be settled as soon as practicable. ( 4 )Represents 75% of the target number of performance-vesting RSUs awarded on June 15, 2017 (the "Supplemental PSUs"). The Supplemental PSUs vested early on September 12, 2019 due to the reporting person's Retirement and will settle within 30 days. ( 5 )This Form 4 is being amended to reflect shares withheld to satisfy tax liabilities arising from the settlement of the Supplemental PSUs that vested on September 12, 2019, referenced on footnote 4 of this Form 4. ( 6 )This Form 4 is being amended to reflect shares withheld to satisfy tax liabilities arising from the settlement of RSUs that vested on September 12, 2019, referenced on footnotes 2, 3 and 7 of this Form 4. ( 7 )Due to the reporting person's Retirement, time-vesting RSUs awarded on May 31, 2017 vested early on September 12, 2019 and will be settled as soon as practicable. ( 8 )Pursuant to the anti-dilution provisions of the registrant's 2017 Omnibus Incentive Plan, the amount of securities has been adjusted in connection with the spin-off of the registrant's United States Public Sector business. A conversion ratio of 0.8649 was applied to the unvested RSUs awarded on May 31, 2017 that vested early on September 12, 2019. As a result, the reporting person received 2,162 additional RSUs.

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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