Deckelman William L JR Form 4 DXC Technology / WILLIAM L DECKELMAN JR 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^*

DECKELMAN WILLIAM L JR

(Last) (First) (Middle)

1775 TYSONS BOULEVARD

(Street)

TYSONS VA 22102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DXC Technology Co [ DXC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
01/14/2018

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	01/14/2018		M		1,758	A	$0	9,583(1)	D
Common Stock	01/14/2018		A		2,014(2)	A	$0	11,597(1)	D
Common Stock	05/27/2018		M		8,513	A	$0	20,110(1)	D
Common Stock	05/27/2018		M		6,043	A	$0	26,153(1)	D
Common Stock	05/30/2018		A		4,066(3)	A	$0	30,219(1)	D
Common Stock	05/30/2018		A		4,406(4)	A	$0	34,625(1)(5)	D
Common Stock	05/31/2018		M		1,955	A	$0	36,580(1)(5)	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 (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
Restricted Stock Units (2)	$0.0	01/14/2018		M			1,758	(2)	(2)	Common Stock	1,758	$0	0	D
Restricted Stock Units	$0.0	05/27/2018		M			8,513	(6)	(6)	Common Stock	8,513	$0	19,950	D
Restricted Stock Units	$0.0	05/27/2018		M			6,043	(6)	(6)	Common Stock	6,043	$0	13,907	D
Restricted Stock Units	$0.0	05/31/2018		M			1,955	(7)	(7)	Common Stock	1,955	$0	11,952	D

Explanation of Responses:

1. Amount reported includes vested, unreleased Career Shares.

2. Each vested Restricted Stock Unit (RSU) entitles the reporting person to receive one share of common stock (the "Career Shares"). Career Shares vested due to reporting person's satisfaction of age and continuous years of service requirement. Vested Career Shares will be released as shares of common stock at the rate of 10% of the shares granted on each of the first ten anniversaries of the reporting person's employment termination date.

3. Award of restricted stock units (RSUs). Each vested RSU entitles the reporting person to receive one share of common stock (the "Career Shares"). The Career Shares vested at time of award due to reporting person's satisfaction of age and continuous years of service requirement. Vested Career Shares will be released as shares of common stock at the rate of 10% of the shares granted on each of the first ten anniversaries of the reporting person's employment termination date.

4. Award of restricted stock units (RSUs). Each RSU entitles the reporting person to receive one share of common stock upon the vesting date. The RSUs will vest in three annual installments beginning May 30, 2019.

5. Amount reported includes unvested RSUs.

6. Each Restricted Stock Unit (RSU) entitles the reporting person to receive one share of common stock on the vesting date. RSUs vested on May 27, 2018 in the first of two annual installments.

7. Each Restricted Stock Unit (RSU) entitles the reporting person to receive one share of common stock on the vesting date. RSUs awarded on May 31, 2017 vested on May 31, 2018 in the first of three annual installments.

Remarks:

	William L. Deckelman, Jr., Attorney-in-Fact	06/01/2018
	** 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 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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