Our other businesses, described below, consist of product and service offerings of Secureworks, Virtustream, Boomi, and RSA SecureWorks, Pivotal, and Boomi, Inc. ("Boomi").Security, each of which is majority-owned by Dell Technologies. These businesses are not classified as reportable segments, either individually or collectively, as the results of the businesses are not material to our overall results and the businesses do not meet the criteria for reportable segments.

See Note 2219 of the Notes to the Consolidated Financial Statements included in this report for more information about our other businesses.reportable segments.

For further discussion regarding our current reportable segments, see "PartSee “Part II — Item 7 —Management's— Management’s Discussion and Analysis of Financial Condition and Results of Operations — Results of Operations — Business Unit Results."Results” for a discussion of our reportable segment operating results.

We also offer or arrangeDell Financial Services and its affiliates (“DFS”) support our businesses by offering and arranging various financing options and services for our commercial and consumer customers in the United States, Canada,North America, Europe, Australia, and Mexico through Dell Financial Services ("DFS")New Zealand. DFS originates, collects, and its affiliates. DFS services include originating, collecting, and servicing customer receivables primarily related to the purchase of Dell Technologies products.our product, software, and service solutions. We also arrange financing for some of our customers in various countries where DFS does not currently operate as a captive. DFS further strengthens our customer relationships through its flexible consumption models, which enable us to offer our customers the option to pay over time and, in certain cases, based on utilization, providing them with financial flexibility to meet their changing technological requirements. The results of these operations are allocated to our segments based on the underlying product or service financed. For additional information about our financing arrangements, see Note 74 of the Notes to the Consolidated Financial Statements included in this report.

We focus on developing scalable technology solutions that incorporate highly desirable features and capabilities at competitive prices. We employ a collaborative approach to product design and development in which our engineers, with direct customer input, design innovative solutions and work with a global network of technology companies to architect new system designs, influence the direction of future development, and integrate new technologies into our products. We manage our research and development ("(“R&D"&D”) spending by targeting those innovations and products that we believe are most valuable to our customers and by relying on the capabilities of our strategic relationships. Through this collaborative, customer-focused approach, we strive to deliver new and relevant products to the market quickly and efficiently. Additionally, from time to time, we make strategic investments in publicly-traded and privately-held companies that develop software, hardware, and other technologies or provide services supporting our technologies.

We maintain a robust Supplier Code of Conduct, actively manage recycling processes for our returned products, and are certified by the Environmental Protection Agency as a Smartway Transport Partner.

We purchase materials, supplies, product components, and products from a large number of qualified suppliers. In some cases, where multiple sources of supply are not available, we rely on single-sourcea single source or a limited number of sources of supply if we believe it is advantageous to do so because of performance, quality, support, delivery, capacity, or price considerations. We believe that any disruption that may occur because of our dependence on single- or limited-source vendors would not disproportionately disadvantage us relative to our competitors. See "Item“Item 1A — Risk Factors — Risk Factors Relating to Our Business and Our Industry — Reliance on vendors for products and components, many of which are single-source or limited-source suppliers,

Our global corporate headquarters is located in Round Rock, Texas. We have operations and conduct business in many countries located in the Americas, Europe, the Middle East, Asia, and other geographic regions. To increase our global presence, we continue to focus on emerging markets outside of the United States, Western Europe, Canada, and Japan. We continue to view these geographical markets, which include the vast majority of the world'sworld’s population, as a long-term growth opportunity. Accordingly, we pursue the development of technology solutions that meet the needs of these markets. Our expansion in emerging markets creates additional complexity in coordinating the design, development, procurement, manufacturing, distribution, and support of our product and services offerings. For information about the percentagesamount of net revenue we generated from our operations outside of the United States during the last three fiscal years, see Note 2219 of the Notes to the Consolidated Financial Statements included in this report.

We operate in an industry in which there are rapid technological advances in hardware, software, and services offerings. We face ongoing product and price competition in all areas of our business, including from both branded and generic competitors. We compete based on our ability to offer customers competitive, scalable, and integrated solutions that provide the most current and desired product and services features at a competitive price. We closely monitor market pricing and solutionsolutions trends, including the effect of foreign exchange rate movements, in an effort to provide the best value for our customers. We believe that our strong relationships with our customers and channel partners allow us to respond quickly to changing customer needs and other macroeconomic factors.

VMware competes withThe markets in which we compete are comprised of large and small vendors in different segmentscompanies across all areas of the cloud computing, end-user computing, and virtualization industries, and expectsour business. We believe that new entrantsbusinesses will continue to enter these industriesmarkets and develop technologies that, if commercialized, may compete with VMware'sour products and services. Moreover, current competitors may enter into new strategic relationships with new or existing competitors, which may further increase the competitive pressures. See “Item 1A — Risk Factors — Risk Factors Relating to Our Business and Our Industry” for information about our competitive risks.

We operate a diversified business model, with the majority of our revenue and operating income derived from commercial clients that consist of large enterprises, small and medium-sized businesses, and public sector customers. We sell products and services directly to customers and through other sales distribution channels, such as retailers, third-party solutions providers,value-added resellers, system integrators, distributors, and third-party resellers.retailers. During Fiscal 2017,2020, our other sales distribution channels contributed approximatelyover 50% of our net revenue.

In addition to itsour direct business model, we rely on aour network of channel partners to sell our products and services, enabling us to efficiently serve a greater number of customers.

For large business and institutional customers, we maintain a field sales force throughout the world. Dedicated account teams, which include technical sales specialists, form long-term relationships to provide our largest customers with a single source of assistance, develop tailored solutions for these customers, positioningposition the capabilities of Dell Technologies, and provide us with customer feedback. For these customers, we offer several programs designed to provide single points of contact and

From time to time, other companies and individuals assert exclusive patent, copyright, trademark, or other intellectual property rights to technologies or marks that are alleged to be relevant to the technology industry or our business. We evaluate each claim relating to our products and, if appropriate, seek a license to use the protected technology. The licensing agreements generally do not require the licensor to assist us in duplicating the licensor'slicensor’s patented technology, nor do the agreements protect us from trade secret, copyright, or other violations by us or our suppliers in developing or selling the licensed products.

We believe that productProduct backlog is not a meaningful indicatorrepresents the value of net revenue that can be expected for any period.unfulfilled manufacturing orders. Our business model generally gives us flexibilitythe ability to manageoptimize product backlog at any point in time, byfor example, expediting shipping or prioritizing customer orders toward products that have shorter lead times, thereby reducing product backlog and increasing current period revenue. Moreover,times. Because product backlog at any point in time may not result in the generation of any predictable amount of net revenue in any subsequent period, we do not believe product backlog to be a meaningful indicator of future net revenue. Product backlog is included as unfilleda component of remaining performance obligation to the extent we determine that the manufacturing orders can generally be canceled at any time by the customer.are non-cancelable.

The following table sets forth, as of March 31, 2017,February 25, 2020, information about our executive officers, who are appointed by our board of directors.

Our business, operating results, financial condition, and prospects are subject to a variety of significant risks, many of which are beyond our control. The following is a description of some of the important risk factors that may cause our actual results in future periods to differ substantially from those weDell Technologies currently expectexpects or seek.seeks. The risks described below are not the only risks facing us. There are additional risks and uncertainties not currently known to us or that weDell Technologies currently deemdeems to be immaterial that also may materially adversely affect our business, operating results, financial condition, or prospects.

Dell Technologies operates in an industry in which there are rapid technological advances in hardware, software, and serviceservices offerings. As a result, Dell Technologies faces aggressive product and price competition from both branded and generic competitors. Dell Technologies competes based on its ability to offer to its customer'scustomers competitive integrated solutions that provide the most current and desired product and services features. There is a risk that Dell Technologies'Technologies’ competitors may provide products that are less costly, perform better or include additional features that are not available with Dell Technologies'Technologies’ products. There also is a risk thatFurther, Dell Technologies'Technologies’ product portfolios may quickly become outdated or that Dell Technologies'Technologies’ market share may quickly erode. Further, effortsEfforts to balance the mix of products and services in order to optimize profitability, liquidity, and growth also may put pressure on Dell Technologies'Technologies’ industry position.

As the technology industry continues to expand globally, there may be new and increased competition in different geographic regions. The generally low barriers to entry in the technology industry increase the potential for challenges from new industry competitors. There also may be increased competition from new types of products as the options for mobile and cloud computing solutions increase. In addition, companies with which Dell Technologies has strategic alliances may become competitors in other product areas, or current competitors may enter into new strategic relationships with new or existing competitors, all of which may further increase the competitive pressures on Dell Technologies.

Dell Technologies maintains several single-source or limited-source supplier relationships, including relationships with third-party software providers, either because multiple sources are not readily available or because the relationships are advantageous due to performance, quality, support, delivery, capacity, or price considerations. A delay in the supply of a critical single- or limited-source product or component may prevent the timely shipment of the related product in desired quantities or configurations. In addition, Dell Technologies may not be able to replace the functionality provided by third-party software currently offered with its products if that software becomes obsolete, defective, or incompatible with future product versions or is not adequately maintained or updated. Even where multiple sources of supply are available, qualification of the alternative suppliers and establishment of reliable supplies could result in delays and a possible loss of sales, which could harm Dell Technologies'Technologies’ operating results.

Dell Technologies obtains many of its products and all of its components from third-party vendors, many of which are located outside of the United States. In addition, significant portions of Dell Technologies'Technologies’ products are assembled by contract manufacturers, primarily in various locations in Asia. A significant concentration of such outsourced manufacturing currently is currently performed by only a few of Dell Technologies'Technologies’ contract manufacturers, often in single locations. Dell Technologies sells components to these contract manufacturers and generates large non-trade accounts receivables, an arrangement that would present a risk of uncollectibility if the financial condition of a contract manufacturer should deteriorate.

Although these relationships generate cost efficiencies, they limit Dell Technologies'Technologies’ direct control over production. The increasing reliance on vendors subjects Dell Technologies to a greater risk of shortages and reduced control over delivery schedules of components and products, as well as a greater risk of increases in product and component costs. Dell Technologies may experience supply shortages and price increases caused by changes to raw material availability, manufacturing capacity, labor shortages, public health issues, such as the outbreak of the coronavirus disease 2019 (COVID-19), tariffs, trade disputes and protectionist measures, natural catastrophes or the effects of climate change (such as extreme weather conditions, sea level

rise, drought, flooding and wildfires), and significant changes in the financial condition of Dell Technologies’ suppliers. Because Dell Technologies maintains minimal levels of component and product inventories, a disruption in component or product availability could harm Dell Technologies'its ability to satisfy customer needs. In addition, defective parts and products from these vendors could reduce product reliability and harm Dell Technologies'Technologies’ reputation.

Dell Technologies'Technologies’ profitability is affected by its ability to achieve favorable pricing from vendors and contract manufacturers, including through negotiations for vendor rebates, marketing funds, and other vendor funding received in the normal course of business. Because these supplier negotiations are continuous and reflect the evolving competitive environment, the variability in timing and amount of incremental vendor discounts and rebates can affect Dell Technologies'Technologies’ profitability. The vendor programs may change periodically, potentially resulting in adverse profitability trends if Dell Technologies cannot adjust pricing or variable costs. An inability to establish a cost and product advantage, or determine alternative means to deliver value to customers, may adversely affect Dell Technologies'Technologies’ revenue and profitability.

As a global company with customers operating in a broad range of businesses and industries, Dell Technologies'Technologies’ performance is affected by global economic conditions.conditions and the demand for technology products and services in international markets. Adverse economic conditions may negatively affect customer demand, for Dell Technologies' products and services. Such economic conditions could result in postponed or decreased spending amid customer concerns over unemployment, reduced asset values, volatile energy costs, geopolitical issues, the availability and cost of credit, and the stability and solvency of financial institutions, financial markets, businesses, local and state governments, and sovereign nations. Weak or unstable global economic conditions, including due to international trade protection measures and disputes, such as those between the United States and China, or due to public health issues, such as the outbreak of COVID-19 discussed below, also could harm Dell Technologies'Technologies’ business by contributing to product shortages or delays, supply chain disruptions, insolvency of key suppliers, customer and counterparty insolvencies, increased product costs and increased challenges in managingassociated price increases, reduced global sales, and other adverse effects on Dell Technologies' treasuryTechnologies’ operations. Any such effects could have a negative impact on Dell Technologies'Technologies’ net revenue and profitability.

Dell Technologies' growthTechnologies’ strategy involves reaching moreenabling the digital transformation of its customers while leading in the core infrastructure markets in which it competes. Accordingly, Dell Technologies must continue to expand its customer base through direct sales, new distribution channels, expandingfurther developing relationships with resellers, and augmenting select business areas through targeted acquisitions and other commercial arrangements. As more customers are reached through new distribution channels and expanded reseller relationships, Dell Technologies may fail to manage effectively the increasingly difficult tasks of inventory management and demand forecasting. The ability to implement this growth strategy depends on a successful transitioning of sales capabilities, the successful addition to the breadth of Dell Technologies'Technologies’ solutions capabilities through selective acquisitions of other businesses, and the effective management of the consequences of these strategic initiatives. If Dell Technologies is unable to meet these challenges, its results of operations could be adversely affected.

Dell Technologies expects its strategic transformationis organized into three business units consisting of ISG, CSG, and VMware which are each important components of Dell Technologies’ strategy. ISG consists of a portfolio of storage, server, and networking solutions and faces intense competition from existing on-premises competitors and increasing competitive pressures from public cloud providers. Accordingly, Dell Technologies could be required to make additional investments to combat such competitive pressures and drive future growth. Such pressures could result in the erosion of revenue and operating income and adversely affect ISG’s results of operations. In order to address an essentialindustry trend toward hybrid-computing models, Dell Technologies has developed and continues to develop traditional, converged, and hyper-converged infrastructure solutions provider to take more time and investment, andaddress the investments it must makeexpanding needs of its customers. ISG’s results of operations could be adversely affected if such solutions are likelynot adopted by Dell Technologies’ customers or potential customers, or if customers move rapidly to result in lower gross margins and raise its operating expenses and capital expenditures.adopt public cloud solutions.

For Fiscal 2017, Dell Technologies' Client Solutions business2020, CSG generated approximately 60%50% of Dell Technologies'Technologies’ net revenue, and largely relied on PC sales. Moreover, revenuesales of desktops, workstations, and notebooks. Revenue from Client SolutionsCSG absorbs Dell Technologies' significantTechnologies’ overhead costs and allows for scaled procurement. As a result, Client Solutions remains an important component in Dell Technologies' broad transformation strategy. While Dell Technologies continues to rely on Client Solutions as a critical element of its business, Dell Technologies also anticipates an increasingly challenging demand environment in Client SolutionsCSG faces risk and intensifying market competition. Current challenges in Client Solutions stemuncertainties from fundamental changes in the PCpersonal computer (“PC”) market, including a decline in worldwide revenues for desktopdesktops, workstations, and laptop PCs,notebooks, and lower shipment forecasts for PCthese products due to a general lengthening of the replacement cycle for PC products and increasing interest in alternative mobile solutions. PC shipments worldwide declined 5.7% during calendar year 2016, and further deterioration in the PC market may occur. Other challenges include declining margins ascycle. Any reduced demand for PC products shifts from higher-margin premiumor a significant increase in competition could cause operating income to fluctuate and adversely impact CSG’s results of operations.

required solutions, failure to identify and correct significant product quality issues before the sale of such products to lower-costcustomers could result in lower sales, increased warranty or replacement expenses, and lower-margin products, particularlyreduced customer confidence, which could harm Dell Technologies’ operating results.

Dell Technologies manages, stores, and low-cost manufacturersotherwise processes various proprietary information and from manufacturerssensitive or confidential data relating to its operations. In addition, Dell Technologies’ businesses routinely process, store, and transmit large amounts of innovativedata, including sensitive and higher-margin PC products. For example, the built-to-order modelpersonally identifiable information, for Dell Technologies’ customers. Criminal or other actors may be able to penetrate Dell Technologies’ security and misappropriate or compromise Dell Technologies’ confidential information or that of third parties, create system disruptions or cause shutdowns. Dell Technologies may experience breaches or other compromises of its information technology systems. Dell reported in November 2018 that it had detected and disrupted unauthorized activity on its network attempting to extract Dell.com customer information. Further, hardware and operating system software and applications that Dell Technologies historically has used is losing competitivenessproduces or procures from third parties may contain defects in an environment where profit pools are moving toward lower-margin segments primarily based ondesign or manufacture, including “bugs” and other problems that could unexpectedly interfere with the operation of such systems.

The costs to address the foregoing security problems and security vulnerabilities before or after a build-to-stock model.security incident could be significant. Remediation efforts may not be successful and could result in interruptions, delays, or cessation of service and loss of existing or potential customers that may impede Dell Technologies’ sales, manufacturing, distribution, or other critical functions. Dell Technologies also lacks a strong offeringcould lose existing or potential customers for outsourcing services or other information technology solutions in tablets.

Dell Technologies makes strategic acquisitions of other companies as part of its growth strategy. Dell Technologies could experience unforeseen operating difficulties in assimilating or integrating the businesses, technologies, services, products, personnel, or operations of acquired companies, especially if Dell Technologies is unable to retain the key personnel of an acquired company. Further, future acquisitions may result in a delay or reduction of client sales for both Dell Technologies and the acquired company because of clientcustomer uncertainty about the continuity and effectiveness of solutions offered by either company and may disrupt Dell Technologies'Technologies’ existing business by diverting resources and significant management attention that otherwise would be focused on development of the existing business. Acquisitions also may negatively affect Dell Technologies'Technologies’ relationships with strategic partners if the acquisitions are seen as bringing Dell Technologies into competition with such partners.

To complete an acquisition, Dell Technologies may be required to use substantial amounts of cash, engage in equity or debt financings, or enter into credit agreements to secure additional funds. Such debt financings could involve restrictive covenants that couldmight limit Dell Technologies'Technologies’ capital-raising activities and operating flexibility. Further, an acquisition may negatively affect Dell Technologies'Technologies’ results of operations because it may expose Dell Technologies to unexpected liabilities, require the incurrence of charges and substantial indebtedness or other liabilities, have adverse tax consequences, result in acquired in-process research and development expenses, or in the future require the amortization, write-down, or impairment of amounts related to deferred compensation, goodwill, and other intangible assets, or fail to generate a financial return sufficient to offset acquisition costs.

In addition, Dell Technologies periodically divests businesses, including businesses that are no longer a part of its strategic plan. These divestitures similarly require significant investment of time and resources, may disrupt Dell Technologies'Technologies’ business and distract management from other responsibilities, and may result in losses on disposition or continued financial involvement in the divested business, including through indemnification or other financial arrangements, for a period following the transaction, which could adversely affect Dell Technologies'Technologies’ financial results.

Dell Technologies'Technologies’ overall profitability for any period may be adversely affected by changes in the mix of products and services, customers, andor geographic markets reflected in sales for that period, and by seasonal trends. Profit margins vary among products, services, customers, and geographic markets. For instance, services offerings generally have a higher profit margin than consumer products. In addition, parts of Dell Technologies'Technologies’ business are subject to seasonal sales trends. Among the trends with the most significant impact on Dell Technologies'Technologies’ operating results, sales to government customers (particularly the U.S. federal government) are typically stronger in Dell Technologies'Technologies’ third fiscal quarter, sales in Europe, the Middle East and Africa are often weaker in Dell Technologies'Technologies’ third fiscal quarter, and sales to consumers are typically strongest during Dell Technologies'Technologies’ fourth fiscal quarter.

Dell Technologies relies on third-party value-added resellers, system integrators, distributors, retailers, systems integrators, value-added resellers, and other sales channels to complement its direct sales organization in order to reach more end-users globally. Future operating results increasingly will depend on the performance of sales channel participants and on Dell Technologies'Technologies’ success in maintaining and developing these relationships. Revenue and gross margins could be negatively affected if the financial condition or operations of channel participants weaken as a result of adverse economic conditions or other business challenges, or if uncertainty regarding the demand for Dell Technologies'Technologies’ products causes channel participants to reduce their orders for Dell Technologies'these products. Further, some channel participants

may consider the expansion of Dell Technologies'Technologies’ direct sales initiatives to conflict with their business interests as distributors or resellers of Dell Technologies'Technologies’ products, which could lead them to reduce their investment in the distribution and sale of Dell Technologies'such products, or to cease all sales of Dell Technologies'Technologies’ products.

Dell Technologies may access debt and capital sources to provide financing for customers and to obtain funds for general corporate purposes, including working capital, acquisitions, capital expenditures, and funding of customer receivables. In addition, Dell Technologies maintains customer financing relationships with some companies that rely on access to the debt and capital markets to meet significant funding needs. Any inability of these companies to access such markets could compel Dell Technologies to self-fund transactions with such companies or to forgo customer financing opportunities, which could harm Dell Technologies'Technologies’ financial performance. The debt and capital markets may experience extreme volatility and disruption from time to time in the future, which could result in higher credit spreads in such markets and higher funding costs for Dell Technologies. The spread of COVID-19 has led to disruption and volatility in the global capital markets, which increases the cost of capital and adversely impacts access to capital. Deterioration in Dell Technologies'Technologies’ business performance, a credit rating downgrade, volatility in the securitization markets, changes in financial services regulation, or adverse changes in the economy could lead to reductions in the availability of debt financing. In addition, these events could limit Dell Technologies'Technologies’ ability to continue asset securitizations or other forms of financing from debt or capital sources, reduce the amount of financing receivables that Dell

Dell Technologies'Technologies’ financial services activities are negatively affected by adverse economic conditions that contribute to loan delinquencies and defaults. An increase in loan delinquencies and defaults would result in greater net credit losses, which may require Dell Technologies to increase its reserves for customer receivables.

In addition, the implementation of new financial services regulation, or the application of existing financial services regulation, in new countries where Dell Technologies expands its financial services and related supporting activities, could unfavorably affect the profitability and cash flows of Dell Technologies'Technologies’ consumer financing activities.

Dell Technologies has numerous arrangements with financial institutions that include cash and investment deposits, interest rate swap contracts, foreign currency option contracts, and forward contracts. As a result, Dell Technologies is subject to the risk that the counterparty to one or more of these arrangements will default, either voluntarily or involuntarily, on its performance under the terms of the arrangement. In times of market distress, a counterparty may default rapidly and without notice, and Dell Technologies may be unable to take action to cover its exposure, either because of lack of contractual ability to do so or because market conditions make it difficult to take effective action. If one of Dell Technologies'Technologies’ counterparties becomes insolvent or files for bankruptcy, Dell Technologies'Technologies’ ability eventually to recover any losses suffered as a result of that counterparty'scounterparty’s default may be limited by the impaired liquidity of the counterparty or the applicable legal regime governing the

bankruptcy proceeding. In the event of such a default, Dell Technologies could incur significant losses, which could harm Dell Technologies'Technologies’ business and adversely affect its results of operations and financial condition.

Contracts with the U.S. federal, state, and local governments and with foreign governments are subject to future funding that may affect the extension or termination of programs and to the right of such governments to terminate contracts for convenience or non-appropriation. There is pressure on governments, both domestically and internationally, to reduce spending. Funding reductions or delays could adversely affect public sector demand for Dell Technologies'Technologies’ products and services. In addition, if Dell Technologies violates legal or regulatory requirements, the applicable government could suspend or disbar Dell Technologies as a contractor, which would unfavorably affect Dell Technologies'Technologies’ net revenue and profitability.

If Dell Technologies or Dell Technologies'its suppliers are unable to develop or protect desirable technology or technology licenses, Dell Technologies may be prevented from marketing products, may have to market products without desirable features, or may incur substantial costs to redesign products. Dell Technologies also may have to defend or enforce legal actions or pay damages if Dell Technologies is found to have violated the intellectual property of other parties. Although Dell Technologies'Technologies’ suppliers might be contractually obligated to obtain or protect such licenses and indemnify Dell Technologies against related expenses, those suppliers could be unable to meet their obligations. Although Dell Technologies invests in research and development and obtains additional intellectual property through acquisitions, but those activities do not guarantee that Dell Technologies will develop or obtain intellectual property necessary for profitable operations. Costs involved in developing and protecting rights in intellectual property may have a negative impact on Dell Technologies'Technologies’ business. In

Dell Technologies depends on its information technology and manufacturing infrastructure to achieve its business objectives. Natural disasters, manufacturing failures, telecommunications system failures, or defective or improperly installed new or upgraded business management systems could lead to disruptions in this infrastructure. Portions of Dell Technologies'Technologies’ IT infrastructure also may experience interruptions, delays, or cessations of service, or produce errors in connection with systems integration or migration work. Such disruptions may adversely affect Dell Technologies'Technologies’ ability to receive or process orders, manufacture and ship products in a timely manner or otherwise conduct business in the normal course. Further, portions of Dell Technologies'Technologies’ services business involve the processing, storage, and transmission of data, which also would be negatively affected by such an event. Disruptions in Dell Technologies'Technologies’ infrastructure could lead to loss of customers and revenue,

particularly during a period of heavy demand for Dell Technologies'Technologies’ products and services. Dell Technologies also could incur significant expense in repairing system damage and taking other remedial measures.

Dell Technologies utilizes derivative instruments to hedge its exposure to fluctuations in foreign currency exchange rates and interest rates. Some of these instruments and contracts may involve elements of market and credit risk in excess of the amounts recognized in Dell Technologies'Technologies’ financial statements. Global economic events, including trade disputes, economic sanctions and emerging market volatility, and associated uncertainty may cause currencies to fluctuate, which may contribute to variations in Dell Technologies’ sales of products and services in various jurisdictions. If Dell Technologies is not successful in monitoring its foreign exchange exposures and conducting an effective hedging program, Dell Technologies'Technologies’ foreign currency hedging activities may not offset the impact of fluctuations in currency exchange rates on its future results of operations and financial position.

Portions of Dell Technologies'Technologies’ operations are subject to a reduced tax rate or are free of tax under various tax holidays that expire in whole or in part from time to time. Many of these holidays may be extended when certain conditions are met, or may be terminated if certain conditions are not met. If the tax holidays are not extended, or if Dell Technologies fails to satisfy the conditions of the reduced tax rate, its effective tax rate would increase in the future.be affected. Dell Technologies'Technologies’ effective tax rate also could increasebe impacted if Dell Technologies'Technologies’ geographic sales mix changes. In addition, any actions by Dell Technologies to repatriate non-U.S. earnings for which it has not previously provided for U.S. taxes may affect the effective tax rate.

The application of tax laws to Dell Technologies' operations and past transactions involves some inherent uncertainty. Dell Technologies is continually under audit in various tax jurisdictions. Although Dell Technologies believes its tax positions are appropriate, Dell Technologies may not be successful in resolving potential tax claims that arise from these audits. An unfavorable outcome in certain of these matters could result in a substantial increase in Dell Technologies'Technologies’ tax expense. In addition, Dell Technologies'Technologies’ provision for income taxes could be adversely affected by changes in the valuation of deferred tax assets.

Dell Technologies invests a significant portion of its available funds in a portfolio consisting primarily of debt securities of various types and maturities pending the deployment of these funds in Dell Technologies'Technologies’ business. Dell Technologies'Technologies’ earnings performance could suffer from any impairment of its investments. Dell Technologies'Technologies’ portfolio securities generally are classified as available-for-sale and are recorded in Dell Technologies'Technologies’ financial statements at fair value. If any such investments experience declines in market price and it is determined that such declines are other than temporary, Dell Technologies may have to recognize in earnings the decline in the fair market value of such investments below their cost or carrying value.

Dell Technologies is involved in various claims, suits, investigations, and legal proceedings that arise from time to time in the ordinary course of business, as well as those that arose in connection with Dell's going-private transaction and the EMC mergerClass V transaction, including those described elsewhere in this report. Additional legal claims or regulatory matters affecting Dell Technologies and its subsidiaries may arise in the future and could involve stockholder, consumer, regulatory, compliance, intellectual property, antitrust, tax, and other issues on a global basis. Litigation is inherently unpredictable. Regardless of the merits of the claims, litigation may be both

time-consuming and disruptive to Dell Technologies'Technologies’ business. Dell Technologies could incur judgments or enter into settlements of claims that could adversely affect its operating results or cash flows in a particular period. In addition, Dell Technologies'Technologies’ business, operating results, and financial condition could be adversely affected if any infringement or other intellectual property claim made against it by any third party is successful, or if Dell Technologies fails to develop non-infringing technology or license the proprietary rights on commercially reasonable terms and conditions.

Dell Technologies'Technologies’ operations are subject to environmental and safety regulations in all areas in which Dell Technologies conducts business. Product design and procurement operations must comply with new and future requirements relating to climate change laws and regulations, materials composition, sourcing, energy efficiency and collection, recycling, treatment, transportation, and disposal of electronics products, including restrictions on mercury, lead, cadmium, lithium metal, lithium ion, and other substances. If Dell Technologies fails to comply with applicable rules and regulations regarding the transportation, source, use, and sale of such regulated substances, Dell Technologies could be subject to liability. The costs and timing of costs under environmental and safety laws are difficult to predict, but could have an adverse impact on Dell Technologies'Technologies’ business.

In addition, Dell Technologies and its subsidiaries are subject to various anti-corruption laws that prohibit improper payments or offers of payments to foreign governments and their officials for the purpose of obtaining or retaining business, and are also subject to export controls, customs, and economic sanctions laws, and embargoes imposed by the U.S. government. Violations of the Foreign Corrupt Practices Act or other anti-corruption laws or export control, customs, or economic sanctions laws may result in severe criminal or civil sanctions and penalties, and Dell Technologies and its subsidiaries may be subject to other liabilities which could have a material adverse effect on their business, results of operations, and financial condition.

Dell Technologies also is subject to provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act intended to improve transparency and accountability concerning the supply of minerals originating from the conflict zones of the Democratic Republic of Congo or adjoining countries. Dell Technologies will incurincurs costs to comply with the disclosure requirements of this law and may realize other costs relating to the sourcing and availability of minerals used in Dell Technologies'Technologies’ products. Further, Dell Technologies may face reputational harm if Dell Technologies'its customers or other Dell Technologies stakeholders conclude that Dell Technologies is unable to sufficiently verify the origins of the minerals used in Dell Technologies'its products.

Armed hostilities, terrorism, natural disasters, climate change or public health issues, such as the outbreak of COVID-19, whether in the United States or abroad,in other countries, could cause damage or disruption to Dell Technologies or Dell Technologies'Technologies’ suppliers and customers, or could create political or economic instability, any of which could harm Dell Technologies'Technologies’ business. For example, the earthquake and tsunami in Japan and severe flooding in Thailand which occurred during fiscal year 2012 caused damage to infrastructure and factories that disrupted the supply chain for a variety of components used in Dell'sDell’s products. Any such future events could cause a decrease in demand for Dell Technologies'Technologies’ products, make it difficult or impossible to deliver products or for suppliers to deliver components, and could create delays and inefficiencies in Dell Technologies'Technologies’ supply chain.

Dell Technologies is highly dependent on the services of Michael S. Dell, its Chief Executive Officer and largest stockholder. If Dell Technologies loses the services of Mr. Dell, Dell Technologies may not be able to locate a suitable or qualified

replacement, and Dell Technologies may incur additional expenses to recruit a replacement, which could severely disrupt Dell Technologies'Technologies’ business and growth. Further, Dell Technologies relies on key personnel, including other members of its executive leadership team, to support its business and increasingly complex product and services offerings. Dell Technologies may not be able to attract, retain, and motivate the key professional, technical, marketing, and staff resources needed.

Dell Technologies and its subsidiaries have a substantial amount of indebtedness, which will requirerequires significant interest and other debt service payments. As of February 3, 2017,January 31, 2020, Dell Technologies and its subsidiaries had approximately $49.4$52.7 billion aggregate principal amount of short-term and long-term indebtedness. As of the same date, Dell Technologies and its subsidiaries also had an additional $2.7$6.0 billion available for borrowing under its senior secured revolving credit facility.

Dell Technologies'Technologies’ substantial level of indebtedness could have important consequences, including the following:

Dell Technologies and its subsidiaries may be able to incur substantial additional indebtedness in the future, subject to the restrictions contained in Dell Technologies'Technologies’ and its subsidiaries'subsidiaries’ credit facilities and the indentures that govern the senior notes. If new indebtedness is added to the debt levels of Dell Technologies and its subsidiaries, the related risks that Dell Technologies now faces could intensify. Dell Technologies'Technologies’ ability to access additional funding under its revolving credit facility and ABS facilityfacilities will depend upon, among other factors, the absence of a default under eitherany such facility, including any default arising from a failure to comply with the related covenants. If Dell Technologies is unable to comply with its covenants under its revolving credit facility or ABS facility,facilities, Dell Technologies'Technologies’ liquidity may be adversely affected.

From time to time, when it believes it is advantageous to do so, Dell Technologies may seek to reduce its leverage by repaying certain of its indebtedness before the maturity dates of such indebtedness. Dell Technologies may be unable to generate operating cash flows and other cash necessary to achieve a level of debt reduction that will significantly enhance the company’sits credit quality and reduce the risks associated with its substantial indebtedness.

As of February 3, 2017,January 31, 2020, approximately $15.6$15.9 billion of Dell Technologies'Technologies’ debt iswas variable-rate debtindebtedness and a 100 basis point increase in interest rates would have resulted in an increase of approximately $156$160 million in annual interest expense on such debt.indebtedness. Dell Technologies'Technologies’ ability to meet its expenses, to remain in compliance with its covenants under its debt instruments and to make future principal and interest payments in respect of its debtindebtedness depends on, among other factors, Dell Technologies'Technologies’ operating performance, competitive developments, and financial market conditions, all of which are significantly affected by financial, business, economic, and other factors. Dell Technologies is not able to control many of these factors. Given current industry and economic conditions, Dell Technologies'Technologies’ cash flow may not be sufficient to allow Dell Technologies to pay principal and interest on its debt and meet its other obligations.

Because Dell Technologies consolidates the financial results of VMware, Inc., a publicly traded subsidiary, in its results of operations, itsoperations. As a result, Dell Technologies’ financial performance is affected by the financial performance of VMware. VMware'sVMware, Inc. VMware, Inc.’s financial performance may be affected by a number of factors, including, but not limited to:

The trading prices of the securities of technology companies historically have experienced high levels of volatility. The trading price of Dell Technologies’ Class C Common Stock may fluctuate substantially as a result of the following factors, among others:

In addition, if the percentagemarket for stock of investments in long-duration fixed-income securities. The effect of such a change could result in a reductioncompanies in the long-term rate of return on plan assets and an increasetechnology industry or the stock market in future pension expense. As of February 3, 2017, the ten-year historical rate of return on plan assets was 5.98%, and the inception-to-date return on plan assets was 9.59%. Should Dell Technologies not achieve the expected rate of return on the plan's assets or if the plangeneral experiences a loss of investor confidence, the trading price of the Class C Common Stock could decline in the fair value of its assets,for reasons unrelated to Dell Technologies may be required to contribute assets to the plan, which could materially adversely affect itsTechnologies’ business, results of operations, or financial condition. The market price of the Class C Common Stock also might decline in reaction to events that affect other companies in Dell Technologies’ industry, even if these events do not directly affect Dell Technologies.

Risk Factors Relatingof securities litigation, which could cause it to Ownership ofincur substantial costs and divert its management’s attention and resources from Dell Technologies’ business.

The MD stockholders,trading market for the MSD Partners stockholders,Class C Common Stock depends in part on the research and the SLP stockholdersreports that securities or industry analysts publish about Dell Technologies and its business or prospects. Dell Technologies does not have the ability to elect allany control over these analysts. If one or more of the directorsanalysts covering Dell Technologies downgrades the Class C Common Stock, expresses an adverse change of opinion regarding the Class C Common Stock or publishes inaccurate research about Dell Technologies, the market price of the Class C Common Stock could decline. If one or more of these analysts cease coverage of Dell Technologies and such stockholders' interests may differ fromor fail to publish reports on it on a regular basis, Dell Technologies could lose following in the interestsfinancial markets, which could cause the market price or trading volume of the holdersClass C Common Stock to decline.

By reason of their ownership of substantially allEach share of Dell Technologies'Technologies’ Class A Common Stock Michael S.and each share of Dell and a separate property trust for the benefit of his wife (the "MD stockholders") and investment funds affiliated with MSD Partners, L.P. (the "MSD Partners stockholders") have the ability to elect all of the Group I Directors, who have an aggregate of 3 of the 13 total votes on the Dell Technologies board of directors, and all of the Group II Directors, who have an aggregate of 7 of the 13 total votes on the Dell Technologies board of directors. By reason of their ownership of all of theTechnologies’ Class B Common Stock has ten votes, while each share of Dell Technologies’ Class C Common Stock has one vote. Because of these disparate voting rights, Michael Dell and the Susan Lieberman Dell Separate Property Trust (the “MD stockholders”) and certain investment funds affiliated with Silver Lake Partners (the "SLP stockholders"“SLP stockholders”) collectively held common stock representing approximately 94.8% of the total voting power of Dell Technologies’ outstanding common stock as of January 31, 2020. The limited ability of holders of the Class C Common Stock to influence matters requiring stockholder approval may adversely affect the market price of the Class C Common Stock.

In addition, in 2017, FTSE Russell and S&P Dow Jones changed their eligibility criteria to exclude new companies with multiple classes of shares of common stock from being added to certain stock indices. FTSE Russell instituted a requirement that new and, beginning in September 2022, existing constituents of its indices have greater than 5% of their voting rights in the hands of public stockholders, as calculated by FTSE Russell, whereas S&P Dow Jones announced that companies with multiple share classes, such as Dell Technologies, will not be eligible for inclusion in the S&P 500, S&P MidCap 400, and S&P SmallCap 600, which together make up the S&P Composite 1500. Other major stock indices might adopt similar requirements in the future. FTSE Russell has published an indicative list of companies affected by its policy, including its analysis of the percentage of each company’s voting rights in the hands of public stockholders. FTSE Russell’s calculation, in accordance with its analysis, of Dell Technologies’ voting rights in the hands of public stockholders, was approximately 11.5%, as disclosed in this indicative list. FTSE Russell’s determination may change at any time. Under the current criteria, at a minimum, Dell Technologies’ multi-class capital structure makes it ineligible for inclusion in the S&P Dow Jones indices, including those making up the S&P composite 1500, and, as a result, mutual funds, exchange-traded funds, and other investment vehicles that track these indices will not invest in the Class C Common Stock. It is unclear what effect, if any, exclusion from any indices will have on the valuations of the affected publicly-traded companies. It is possible that such policies may depress the valuations of public companies excluded from such indices compared to valuations of companies that are included.

Sales of a substantial number of shares of the Class C Common Stock in the public market, or the perception that these sales may occur, could adversely affect the market price of the Class C Common Stock, which could make it more difficult for investors to sell their shares of Class C Common Stock at a time and price that they consider appropriate. These sales, or the possibility that these sales may occur, also could impair Dell Technologies’ ability to elect all ofsell equity securities in the Group III Directors, who have an aggregate of 3 of the 13 total votes on thefuture at a time and at a price Dell Technologies boarddeems appropriate, and Dell Technologies’ ability to use Class C Common Stock as consideration for acquisitions of directors. Michael S. Dell is the sole Group II Director and therefore is entitled to cast a majorityother businesses, investments, or other corporate purposes. As of the votes entitled to be cast by allJanuary 31, 2020, Dell Technologies directors and thereby approve any matter submitted to the Dell Technologies boardhad a total of directors other than any matter that also requires the separate approval of the Capital Stock Committee or the audit committee. Egon Durban and Simon Patterson are the sole Group III Directors. Dell Technologies' directors owe fiduciary duties to Dell Technologies as a whole and all of Dell Technologies' stockholders and not just to holders of a particular class of shares.

As of January 31, 2020, the 383,724,977 outstanding shares of Class A Common Stock possessing a majority of the aggregate votes entitled to be castheld by holders of Dell Technologies' Class A Common Stock, Class B Common Stock, Class C Common Stock, and Class V Common Stock, voting together as a single class, the MD stockholders and the MSD Partners stockholders have the ability to approve any matter submitted to the vote of all of the101,685,217 outstanding shares of Dell Technologies common stock voting together as a single class.

In addition, as of votes to which allJanuary 31, 2020, Dell Technologies had entered into a registration rights agreement with holders of Dell Technologies common stock are entitled; and

The Dell Technologies certificate of incorporation designates a state court of the State of Delaware or the federal district court for the District of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by Dell Technologies' stockholders, which could limit the ability of the holders of Class V Common Stock to obtain a favorable judicial forum for disputes with Dell Technologies or with directors, officers, or the controlling stockholders of Dell Technologies.

Dell Technologies does not presently intend to pay a dividend on the VMware common stock owned by Dell Technologies that is attributable to the Class V Group, Dell Technologies could, but would not be required to, distribute some or all of that amount to the holders of Class V Common Stock. Dell Technologies will have the right to paycash dividends on the shares of common stock of each group in equal or unequal amounts, and Dell TechnologiesClass C Common Stock. Accordingly, investors may pay dividendshave to rely on the shares of common stock of one group and not pay dividends on shares of common stocksales of the other group. In addition,Class C Common Stock after price appreciation, which may never occur, as the only way to realize any dividends or distributionsgains on or repurchases of, shares relating to either group will reduce Dell Technologies' assets legally available to be paid as dividends ontheir investment in the shares relating to the other group.Class C Common Stock.

Dell Technologies'Technologies’ operations are conducted almost entirely through its subsidiaries and its ability to generate cash to make future dividend payments, if any, is highly dependent on the cash flows and the receipt of funds from its subsidiaries via

Certain provisions of the Dell TechnologiesTechnologies’ certificate of incorporation and the Dell Technologies bylaws may discourage, delay, or prevent a change in control of Dell Technologies that a stockholder may consider favorable. These provisions include:

Further, as a Delaware corporation, Dell Technologies is subject to provisions of Delaware law that may deter a takeover attempt that its stockholders may find beneficial. These anti-takeover provisions and other provisions under Delaware law could discourage, delay, or prevent a transaction involving a change in control of Dell Technologies, including actions that its stockholders may deem advantageous, or negatively affect the trading price of its common stock, including the Class VC Common Stock. These provisions also could discourage proxy contests and make it more difficult for Dell Technologies'Technologies’ stockholders to elect directors of their choosing and to cause Dell Technologies to take other corporate actions that may be desiredsupported by its stockholders.

In the ordinary course of their business activities, the MD stockholders, certain investment funds affiliated with an investment firm formed by principals of the firm that manages the capital of Michael Dell and his family (the “MSD Partners stockholders”), and the SLP stockholders and their respective affiliates may engage in activities where their interests conflict with interests of other stockholders or those of Dell Technologies. The Dell Technologies certificate of incorporation provides that none of the MD stockholders, the MSD Partners stockholders, the SLP stockholders, nor any of their respective affiliates or any director or officer of the Company who is also a director, officer, employee, managing director, or other affiliate (other than Michael Dell) have any duty to refrain from engaging, directly or indirectly, in the same business activities or similar business activities or lines of business in which Dell Technologies operates. The MD stockholders, the MSD Partners stockholders, and the SLP stockholders also may pursue acquisition opportunities that may be complementary to Dell Technologies’ business and, as a result, those acquisition opportunities may not be available to Dell Technologies. In addition, such stockholders may have an interest in pursuing acquisitions, divestitures, and other transactions that, in their judgment, could enhance the value of their investment in Dell Technologies, even though such transactions might involve risks to other stockholders.

Although Dell Technologies currently maintains a board composed of a majority of independent directors, it currently utilizes the exemptions relating to committee composition and expects to continue to utilize those exemptions. As a result, none of the committees of the board of directors, other than the audit committee, consists entirely of independent directors. Further, Dell Technologies may decide in the future to change its board membership so that the board is authorizednot composed of a majority of independent directors. Accordingly, holders of Class C Common Stock do not have the same protections afforded to issue and designate sharesstockholders of preferred stock in additional series without stockholder approval.companies that are subject to all of the NYSE’s corporate governance requirements.

Under the Dell Technologies boardcertificate of directors, withoutincorporation, unless Dell Technologies consents in writing to the approvalselection of its stockholders,an alternative forum, the sole and exclusive forum will be, to issue 1 million sharesthe fullest extent permitted by law, a state court located within the State of preferred stock, subjectDelaware (or, if no state court located within the State of Delaware has jurisdiction, the federal district court for the District of Delaware) for:

These provisions of the Dell Technologies certificate of incorporation as shares of preferred stock in series, to establish from time to timecould limit the number of shares to be included in each such series and to fix the designation, powers, preferences, and rightsability of the sharesholders of eachthe Class C Common Stock to obtain a favorable judicial forum for disputes with Dell Technologies or with directors, officers, or the controlling stockholders of Dell Technologies, which may discourage such serieslawsuits against Dell Technologies and its directors, officers, and stockholders. Alternatively, if a court were to find these provisions of its organizational documents inapplicable to, or unenforceable in respect of, one or more of the specified types of actions or proceedings, Dell Technologies may incur additional costs associated with resolving such matters in other jurisdictions, which could adversely affect its business, financial condition, and results of operations.

The choice of forum provision is intended to apply to the fullest extent permitted by law to the above-specified types of actions and proceedings, including, to the extent permitted by the federal securities laws, to lawsuits asserting both the above-specified claims and claims under the federal securities laws. Application of the choice of forum provision may be limited in some instances by applicable law. Section 27 of the Exchange Act creates exclusive federal jurisdiction over all suits brought to enforce any duty or liability created by the Exchange Act or the rules and regulations thereunder. As a result, the choice of forum provision will not apply to actions arising under the Exchange Act or the rules and regulations thereunder. Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder, subject to a limited exception for certain “covered class actions.” There is uncertainty, particularly in light of current litigation, as to whether a court would enforce the choice of forum provision with respect to claims under the Securities Act. Dell Technologies’ stockholders will not be deemed, by operation of the choice of forum provision, to have waived claims arising under the federal securities laws and the qualifications, limitations, or restrictions thereof. The powers, preferencesrules and rights of these additional series of preferred stockregulations thereunder.

During the evaluation and testing process of its internal controls, if Dell Technologies identifies one or more material weaknesses in its internal control over financial reporting, Dell Technologies will be unable to assert that its internal control over financial reporting is effective. Dell Technologies may experience material weaknesses in its internal control over financial reporting in the perceptionfuture. Any failure to maintain internal control over financial reporting could severely inhibit Dell Technologies’ ability to issue accurate reports of its financial condition or results of operations. If Dell Technologies is unable to conclude that its internal control over financial reporting is effective, or if Dell Technologies’ independent registered public accounting firm determines that Dell Technologies has a material weakness or significant deficiencies in its internal control over financial reporting, investors could lose confidence in the accuracy and completeness of Dell Technologies’ financial reports, the market price of the Class C Common Stock could decline and Dell Technologies could be subject to sanctions or investigations by the SEC or other regulatory authorities. Failure to remedy any material weakness in Dell Technologies’ internal control over financial reporting, or to implement or maintain other effective control systems required of public companies, also could restrict future sales,access to the capital markets by Dell Technologies or holdersits subsidiaries.

Our principal executive offices and global headquarters are located at One Dell Way, Round Rock, Texas.

As of February 3, 2017,January 31, 2020, as shown in the following table, we owned or leased a total of approximately 32.631.9 million square feet of office, manufacturing, and warehouse space worldwide, approximately 16.8 million square feet of which is located in the United States. Approximately 45% of this space was owned, and the remaining 55% was leased. These amounts include in these amounts are approximately 2.3 million square feet of space that was either vacant or sublet.worldwide:

As of February 3, 2017,January 31, 2020, our facilities consisted of business centers, which include facilities that contain operations for sales, technical support, administrative, and support functions, occupy approximately 16.6 million square feet of space, of which we owned approximately 30%. At the same date, ourfunctions; manufacturing operations occupied approximately 4.3 million square feet of manufacturing space, of which Dell Technologies owned approximately 95%. In addition, as of February 3, 2017, ouroperations; and research and development centers were housed in approximately 9.4 million square feetcenters. For additional information about our facilities, including the location of space, of which we owned approximately 47%.certain facilities, see “Item 1 — Business — Manufacturing and Materials.”

Because of the interrelation of the products and services offered in each of our segments, we generally do not designate our properties to any segment. With limited exceptions, each property is used at least in part by all of our segments, and we retain the flexibility to make future use of each of the properties available to each of the segments. Of our properties as of January 31, 2020, approximately 4.46.2 million square feet of space that houseshouse executive and administrative offices, research and development, sales and marketing functions, and data centers arewere used solely by our VMware segment.

AsWe believe that our existing properties are suitable and adequate for our current needs and that we continue the integration of the EMC acquired businesses, we will seek to maximize the efficiency ofcan readily meet our operations and the utilization of our properties.requirements for additional space at competitive rates by extending expiring leases or by finding alternative space.

Our Class VC Common Stock is listed and traded on the New York Stock Exchange ("NYSE") under the ticker symbol DVMT.“DELL.” The following table sets forth information regarding the high and low sales prices of shares of our Class V Common Stock for the period from September 7, 2016, the date on which our Class VC Common Stock began trading on the NYSE through February 3, 2017.on a regular-way basis on December 28, 2018.

There is no public market for our Class A Common Stock ouror Class B Common Stock, or our Class C Common Stock. No shares of our Class D Common Stock were outstanding as of February 3, 2017.January 31, 2020.

The following graph compares the cumulative total return on ourthe Company’s Class VC Common Stock for the period of September 7, 2016,from December 28, 2018, the date on which ourthe Class VC Common Stock began trading on the NYSE, through February 3, 2017January 31, 2020, with the total return over the same period on the S&P 500 Index and the S&P 500 Systems Software Index. The graph assumes that $100 was invested on September 7, 2016December 28, 2018 in the Class C Common Stock and in each of the foregoing indices and assumes reinvestment of dividends, if any. The comparisons in the graph are based on historical data.

The following graph compares the cumulative total return on the Company’s Class V Common Stock for the period from May 5, 2017 through December 27, 2018, the last date on which the Class V Common Stock traded on the NYSE, with the total return over the same period on the S&P 500 Index and the S&P 500 Systems Software Index. The graph assumes that $100 was invested on May 5, 2017 in the Class V Common Stock and in each of the foregoing indices and assumes reinvestment of dividends, if any. The comparisons in the graph are based on historical data and are not necessarily indicative of the future price performance of the Class V Common Stock.data.

The preceding stock performance graphgraphs shall not be deemed to be incorporated by reference by means of any general statement incorporating by reference this annual report on Form 10-K into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that Dell Technologies specifically incorporates such information by reference, and shall not otherwise be deemed filed under such Acts.

For all periods preceding the fiscal year ended January 30, 2015 ("Fiscal 2015"),February 3, 2017, the financial results aredo not reflectivereflect the adoption of discontinued operations.the new accounting standards for recognition of revenue and cash flows. For more detail regarding comparability of the data presented, see “Basis of Presentation” below.

For purposes of four classes of common stock, referredcalculating earnings (loss) per share, the Company continues to asuse the two-class method. The Class A Common Stock, the Class B Common Stock, the Class C Common Stock, and the Class D Common Stock share equally in dividends declared or accumulated and have equal participation rights in undistributed earnings. As a result, earnings (loss) per share are the same for all classes of Dell Technologies Common Stock and are presented together.

See Note 1814 and Note 15 of the Notes to the Consolidated Financial Statements included in this report and Exhibit 99.1 filed with this report for more information regarding earnings per share, capitalization, the Class V transaction, and the former allocation of earnings from Dell Technologies'Technologies’ interest in VMware between the DHI Group and the Class V Common Stock.