Hewlett Packard Enterprise (HPE) Form 3 Hewlett Packard Enterprise / Gerri Gold ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

OMB APPROVAL

OMB Number:	3235-0104
Estimated average burden
hours per response:	0.5

1. Name and Address of Reporting Person^*

Gold Gerri

(Last) (First) (Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

1701 E. MOSSY OAKS ROAD

(Street)

SPRING TX 77389

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/06/2023

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, Pres & CEO Financial Serv

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	50,584	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	(2)	Common Stock	11,423.4784	(1)	D
Restricted Stock Units	(3)	(3)	Common Stock	20,469.2997	(1)	D
Restricted Stock Units	(4)	(4)	Common Stock	108,211.6693	(1)	D
Employee Stock Option (right to buy)(5)	12/09/2016(6)	12/09/2023(7)	Common Stock	14,166	8.83	D
Employee Stock Option (right to buy)(5)	12/07/2017(6)	12/07/2024(7)	Common Stock	13,399	14.67	D

Explanation of Responses:

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

2. On 12/10/20, the reporting person was granted 33,003 restricted stock units ("RSUs"), 11,001 of which vested on 12/10/21, 10,621 of which vested on 12/10/22, and 10,621 of which will vest on 12/10/23. The vesting amounts and number of derivative securities reflect the reporting person's early retirement eligibility and early withholding of 760 RSUs for payment of FICA taxes on 12/15/21. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of units reported in Column 3 includes 802.4784 dividend equivalent rights accrued but not released since the grant date.

3. On 12/09/21, the reporting person was granted 30,884 RSUs, 11,240 of which vested on 12/09/22, and 9,822 of which will vest on each of 12/09/23 and 12/09/24. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The vesting amounts and number of derivative securities reflect the reporting person's early retirement eligibility and early withholding of 946 RSUs for payment of FICA taxes on 12/15/22. The number of units reported in Column 3 includes 825.2997 dividend equivalent rights accrued but not released since the grant date.

4. On 12/08/22, the reporting person was granted 107,428 RSUs, 35,809 of which will vest on each of 12/08/23 and 12/08/24, and 35,810 of which will vest on 12/08/25. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. The number of units reported in Column 3 includes 783.6693 dividend equivalent rights accrued but not released since the grant date.

5. As reported in the Registration Statements on Form 10 filed by Issuer with the SEC, in connection with the spin-offs of Everett SpinCo, Inc. on 04/01/17 and Seattle SpinCo, Inc. on 09/01/17, equity-based awards granted by Issuer, prior to the spin-offs were converted to adjust the award in a manner intended to preserve the aggregate intrinsic value of the original award as measured immediately before and immediately after the spin-offs, subject to rounding. The adjusted equity award is otherwise subject to the same terms and conditions that applied to the original award immediately prior to the spin-offs, unless otherwise noted. The reporting person's equity-based awards reflect the conversion adjustments.

6. This option became exercisable beginning on this date and is fully vested.

7. This option is no longer exercisable beginning on this date.

	Ki Hoon Kim as Attorney-in-Fact for Gerri A Gold	02/16/2023
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.