SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Davis Philip

(Last) (First) (Middle)
C/O HEWLETT PACKARD ENTERPRISE COMPANY
3000 HANOVER STREET

(Street)
PALO ALTO CA 94304

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/23/2018
3. Issuer Name and Ticker or Trading Symbol
Hewlett Packard Enterprise Co [ HPE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CSO Interim Pres Hybrid IT
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 0 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy)(5) 12/09/2017(1) 12/09/2023(3) Common Stock 11,333 $8.83 D
Employee Stock Option (right to buy)(5) 12/07/2017(2) 12/07/2024(3) Common Stock 32,221 $14.67 D
Restricted Stock Units(5) (6) (6) Common Stock 5,845.9082 (4) D
Restricted Stock Units(5) (7) (7) Common Stock 29,848.4632 (4) D
Restricted Stock Units(5) (8) (8) Common Stock 21,902.5867 (4) D
Restricted Stock Units(5) (9) (9) Common Stock 49,845 (4) D
Restricted Stock Units (10) (10) Common Stock 73,742.3265 (4) D
Restricted Stock Units (11) (11) Common Stock 212,046.3776 (4) D
Explanation of Responses:
1. This option became exercisable beginning on this date, vesting in two annual installments of 5,665 on 12/09/17 and 5,668 on 12/09/18.
2. This option became exercisable beginning on this date, vesting in three annual installments of 10,740 on each of 12/07/17 and 12/07/18, and 10,741 on 12/07/19.
3. This option is no longer exercisable beginning on this date.
4. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
5. 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.
6. On 12/09/15 the reporting person was granted 11,331 restricted stock units ("RSUs"), 5,665 of which vested on 12/09/17, and 5,666 of which will 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 number of units reported in Column 3 includes 179.9082 dividend equivalent rights accrued but not released since the grant date. Unvested RSUs in this footnote reflect post spin-off conversion adjustments.
7. On 06/22/16 the reporting person was granted 29,201 RSUs, 14,600 of which will vest on 06/22/18, and 14,601 of which will vest on 06/22/19. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of units reported in Column 3 includes 647.4632 dividend equivalent rights accrued but not released since the grant date. Unvested RSUs in this footnote reflect post spin-off conversion adjustments.
8. On 12/07/16 the reporting person was granted 32,217 RSUs, 10,738 of which vested on 12/07/17, 10,738 of which will vest on 12/07/18, and 10,741 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 number of units reported in Column 3 includes 423.5867 dividend equivalent rights accrued but not released since the grant date. Unvested RSUs in this footnote reflect post spin-off conversion adjustments.
9. On 01/24/17 the reporting person was granted 73,519 RSUs, 24,505 of which vested on 01/24/18, and 24,507 of which will vest on each of 01/24/19 and 01/24/20. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of units reported in Column 3 includes 831 dividend equivalent rights accrued but not released since the grant date. Unvested RSUs in this footnote reflect post spin-off conversion adjustments.
10. On 09/20/17 the reporting person was granted 73,368 RSUs, 24,456 of which will vest on each of 09/20/18, 09/20/19 and 09/20/20. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of units reported in Column 3 includes 374.3265 dividend equivalent rights accrued but not released since the grant date.
11. On 12/07/17 the reporting person was granted 210,970 RSUs, 70,323 of which will vest on each of 12/07/18 and 12/07/19, and 70,324 of which will vest on 12/07/20. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of units reported in Column 3 includes 1,076.3776 dividend equivalent rights accrued but not released since the grant date.
Remarks:
Derek Windham as Attorney-in-Fact for Philip Davis 03/05/2018
** Signature of Reporting Person Date
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 5 (b)(v).
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