Hewlett Packard Enterprise (HPE) Form 4 Hewlett Packard Enterprise / TIMOTHY C. STONESIFER 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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X

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^*

STONESIFER TIMOTHY C.

(Last) (First) (Middle)

C/O HEWLETT PACKARD ENTERPRISE COMPANY

3000 HANOVER STREET

(Street)

PALO ALTO CA 94304

(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)
EVP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
09/14/2018

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	09/14/2018		M		347,906	A	$8.83	637,868	D
Common Stock	09/14/2018		S		347,906(1)	D	$16.5715(2)	289,962	D
Common Stock	09/14/2018		S		131,236(1)	D	$16.5715(2)	158,726	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
Employee Stock Option (Right to buy)	$8.83	09/14/2018		M			347,906	12/09/2016(3)	12/09/2023(4)	Common Stock	347,906	$0	0	D
Restricted Stock Units	(5)	07/04/2018		A		692.4882(6)		(6)	(6)	Common Stock	692.4882	(6)	93,797.6323	D
Restricted Stock Units	(5)	07/04/2018		A		1,205.1896(7)		(7)	(7)	Common Stock	1,205.1896	(7)	160,928.423	D

Explanation of Responses:

1. The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 09/10/18. The reporting person ceased being Issuer's CFO and subject to Section 16 on 09/17/18.

2. The price in Column 4 is a weighted average price. The prices actually paid ranged from $16.48 to $16.66. Upon request, the reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff information regarding the number of shares purchased at each price within the range.

3. This option became exercisable beginning on this date.

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

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

6. As previously reported, on 12/07/16, the reporting person was granted 81,037 Restricted Stock Units ("RSUs"), 45,458 of which vested on 12/07/17, and 45,458 of which will vest on each of 12/07/18 and 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 is 692.4882 dividend equivalent rights at $14.77 per RSU credited to the reporting person's account on 07/04/18. Unvested RSUs in this footnote reflect post spin-off conversion adjustments previously reported.

7. As previously reported, on 12/07/17, the reporting person was granted 158,228 RSUs, 52,742 of which will vest on 12/07/18, and 52,743 of which will vest on each of 12/07/19 and 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 is 1,205.1896 dividend equivalent rights at $14.77 per RSU credited to the reporting person's account on 07/04/18.

Remarks:

	Derek Windham as Attorney-in-Fact for Timothy C. Stonesifer	09/18/2018
	** Signature of Reporting Person	Date
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