Russo Patricia F Form 4 Hewlett Packard Enterprise / PATRICIA F RUSSO ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

RUSSO PATRICIA F

(Last) (First) (Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

11445 COMPAQ CENTER DRIVE WEST

(Street)

HOUSTON TX 77070

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hewlett Packard Enterprise Co [ HPE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
04/13/2021

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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								15,318(1)	D
Common Stock	04/13/2021		A		2,393(2)	A	$15.67	185,110(3)(4)	I	By Merrill Lynch
Common Stock	04/14/2021		M		24,745	A	$0	209,855(3)	I	By Merrill Lynch

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. 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: 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
Common Stock	(5)	04/14/2021		M			24,745(6)(7)	(6)	(6)	Common Stock	24,745	(6)	0	D

Explanation of Responses:

1. There is no reportable change since the last filing. This is a reiteration of holdings only.

2. These shares were issued to the reporting person pursuant to the Issuer's 2015 Stock Incentive Plan in lieu of Q4 cash retainer of $37,500 for Issuer's Board Year 2020.

3. The reporting person elected to defer the receipt of common stock until the termination of her service as a member of the Issuer's Board of Directors.

4. The number of shares in column 5 includes 1,616.2127 vested restricted stock unit ("RSU") dividend equivalent rights at $12.04 per RSU credited to the reporting person's account on 01/06/21, and 1,223.8489 vested RSU dividend equivalent rights at $15.90 per RSU credited to the reporting person's account on 04/07/21.

5. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

6. As previously reported, on 05/01/20, the reporting person was granted 23,735 restricted stock units ("RSUs"), all of which cliff vested on the date of the Issuer's 2021 Annual Stockholders Meeting. 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 includes 236.5615 dividend equivalent rights at $12.04 per RSU credited to the reporting person's account on 01/06/21, and 179.1321 dividend equivalent rights at $15.90 per RSU credited to the reporting person's account on 04/07/21.

7. The number of shares in column 5 includes 1,010 vested RSU dividend equivalent rights and a de minimus adjustment of 0.4246 due to fractional rounding of the dividend equivalent rights at $15.78 per RSU credited to the reporting person's account on 04/14/21.

Remarks:

	Derek Windham as Attorney-in-Fact for Patricia F. Russo	04/15/2021
	** 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 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).
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