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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

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
(Last)          (First)          (Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY, 11445 COMPAQ CENTER DRIVE WEST
3. Date of Earliest Transaction (MM/DD/YYYY)

3/18/2021
(Street)

HOUSTON, TX 77070
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 3/18/2021  S  269598 (1)D$16.0402 (2)281505.0243 (3)D 
 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units  (4)1/6/2021  A   370.5349 (5)    (5) (5)Common Stock 370.5349  (5)40356.5349 D 
 
Restricted Stock Units  (4)1/6/2021  A   1257.6379 (6)    (6) (6)Common Stock 1257.6379  (6)135026.407 D 
 
Restricted Stock Units  (4)1/6/2021  A   734.093 (7)    (7) (7)Common Stock 734.093  (7)77700.093 D 
 
Restricted Stock Units  (4)1/6/2021  A   1778.3123 (8)    (8) (8)Common Stock 1778.3123  (8)180202.312 D 
 

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 03/12/21.
(2) The price in Column 4 is a weighted average price. The prices actually paid ranged from $16.00 to $16.10. 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) The total beneficial ownership includes the acquisition of 5.9550 shares at $12.21740 per share received on 01/06/21 through dividends paid in shares.
(4) Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
(5) 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. Also included are 370.5349 dividend equivalent rights at $12.04 per RSU credited to the reporting person's account on 01/06/21.
(6) As previously reported, on 04/03/19, the reporting person was granted 126,183 RSUs, all of which will cliff vest on 04/03/22. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 1,257.6379 dividend equivalent rights at $12.04 per RSU credited to the reporting person's account on 01/06/21.
(7) 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. Also included are 734.0930 dividend equivalent rights at $12.04 per RSU credited to the reporting person's account on 01/06/21.
(8) As previously reported, 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. Also included are 1,778.3123 dividend equivalent rights at $12.04 per RSU credited to the reporting person's account on 01/06/21.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
SCHULTZ JOHN F
C/O HEWLETT PACKARD ENTERPRISE COMPANY
11445 COMPAQ CENTER DRIVE WEST
HOUSTON, TX 77070


EVP, COLO

Signatures
Derek Windham as Attorney-in-Fact for John F. Schultz3/22/2021
**Signature of Reporting PersonDate

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