Philip Davis Form 4 Hewlett Packard Enterprise / Philip Davis 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^*

Davis Philip

(Last) (First) (Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

6280 AMERICA CENTER DRIVE

(Street)

SAN JOSE CA 95002

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
CSO, Pres Hybrid IT

3. Date of Earliest Transaction (Month/Day/Year)
09/20/2019

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	09/20/2019		M		25,596	A	$14.43	25,596	D
Common Stock	09/20/2019		F		9,160	D	$14.43	16,436	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	(1)	07/03/2019		A		79.0296(2)		(2)	(2)	Common Stock	79.0296	(2)	11,398.0413	D
Restricted Stock Units	(1)	07/03/2019		A		180.3164(3)		(3)	(3)	Common Stock	180.3164	(3)	25,939.262	D
Restricted Stock Units	(1)	09/20/2019		M			25,596(4)	(4)	(4)	Common Stock	25,596	(4)	25,595	D
Restricted Stock Units	(1)	07/03/2019		A		1,034.8455(5)		(5)	(5)	Common Stock	1,034.8455	(5)	147,199.67	D
Restricted Stock Units	(1)	07/03/2019		A		883.7394(6)		(6)	(6)	Common Stock	883.7394	(6)	122,850.146	D

Explanation of Responses:

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

2. As previously reported, on 12/07/16 the reporting person was granted 32,217 Restricted Stock Units ("RSUs"), 10,738 of which vested on 12/07/17, 10,738 of which vested 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. Also included are 79.0296 dividend equivalent rights at $15.29 per RSU credited to the reporting person's account on 07/03/19. Unvested RSUs in this footnote reflect post spin-off conversion adjustments previously reported.

3. As previously reported, on 01/24/17 the reporting person was granted 73,519 RSUs, 24,505 of which vested on 01/24/18, 24,507 of which vested on 01/24/19, and 24,507 of which will vest on 01/24/20. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 180.3164 dividend equivalent rights at $15.29 per RSU credited to the reporting person's account on 07/03/19. Unvested RSUs in this footnote reflect post spin-off conversion adjustments previously reported.

4. As previously reported, on 09/20/17 the reporting person was granted 73,368 RSUs, 24,456 of which vested on 09/20/18, and 24,456 of which will vest on each of 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. Also included are 359.8823 dividend equivalent rights at $15.29 per RSU credited to the reporting person's account on 07/03/19. The number of derivative securities in column 5 includes 1,140 vested dividend equivalent rights and a de minimus adjustment of 0.6258 due to fractional rounding of the dividend equivalent rights.

5. As previously reported, on 12/07/17 the reporting person was granted 210,970 RSUs, 70,323 of which vested on 12/07/18, 70,323 of which will vest on 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. Also included are 1,034.8455 dividend equivalent rights at $15.29 per RSU credited to the reporting person's account on 07/03/19.

6. As previously reported, on 12/10/18 the reporting person was granted 120,110 RSUs, 40,036 of which will vest on 12/10/19, and 40,037 of which will vest on each of 12/10/20 and 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 883.7394 dividend equivalent rights at $15.29 per RSU credited to the reporting person's account on 07/03/19.

Remarks:

	Derek Windham as Attorney-in-Fact for Philip Davis	09/23/2019
	** Signature of Reporting Person	Date
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