SCHEDULE 13G
| CUSIP No. 24703L202 | Page 1 of 7 Pages |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ) *
Dell Technologies Inc.
(Name of Issuer)
Class C Common Stock, par value $0.01 per share
(Title of Class of Securities)
24703L202
(CUSIP Number)
July 15, 2019
(Date of the Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule13d-1(b)
☒ Rule13d-1(c)
☐Rule13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provision of the Act (however, see the Notes.)
SCHEDULE 13G
| CUSIP No. 24703L202 | Page 2 of 7 Pages |
| 1 | NAME OF REPORTING PERSONS
GIC Private Limited | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Singapore | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
3,397,304 | ||||
| 6 | SHARED VOTING POWER
5,686,257 | |||||
| 7 | SOLE DISPOSITIVE POWER
3,397,304 | |||||
| 8 | SHARED DISPOSITIVE POWER
5,686,257 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,083,561 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐ (See Instructions)
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.25%(1) | |||||
| 12 | TYPE OF REPORTING PERSON (See Instructions)
CO | |||||
(1) Based on 173,096,985 Class C Common Shares outstanding as of July 9, 2019, according to the Form8-K filed by the Issuer with the Securities and Exchange Commission on July 11, 2019.
SCHEDULE 13G
| CUSIP No. 24703L202 | Page 3 of 7 Pages |
| 1 | NAME OF REPORTING PERSONS
GIC Special Investments Private Limited | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Singapore | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
5,073,580 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
5,073,580 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,073,580 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐ (See Instructions)
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.93%(1) | |||||
| 12 | TYPE OF REPORTING PERSON (See Instructions)
CO | |||||
(1) Based on 173,096,985 Class C Common Shares outstanding as of July 9, 2019, according to the Form8-K filed by the Issuer with the Securities and Exchange Commission on July 11, 2019.
SCHEDULE 13G
| CUSIP No. 24703L202 | Page 4 of 7 Pages |
| 1 | NAME OF REPORTING PERSONS
Onset Investment Private Limited | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Singapore | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
5,073,580 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
5,073,580 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,073,580 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐ (See Instructions)
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.93%(1) | |||||
| 12 | TYPE OF REPORTING PERSON (See Instructions)
CO | |||||
(1) Based on 173,096,985 Class C Common Shares outstanding as of July 9, 2019, according to the Form8-K filed by the Issuer with the Securities and Exchange Commission on July 11, 2019.
SCHEDULE 13G
| CUSIP No. 24703L202 | Page 5 of 7 Pages |
Item 1(a) Name of Issuer
Dell Technologies Inc.
Item 1(b) Address of Issuer’s Principal Executive Offices
One Dell Way
Round Rock, Texas 78682
Item 2(a) Name of Persons Filing
GIC Private Limited
GIC Special Investments Private Limited
Onset Investment Private Limited
Item 2(b) Address of Principal Business Office or, if none, Residence
168 Robinson Road
#37-01 Capital Tower
Singapore 068912
Item 2(c) Citizenship
GIC Private Limited – Republic of Singapore
GIC Special Investments Private Limited – Republic of Singapore
Onset Investment Private Limited – Republic of Singapore
Item 2(d) Title of Class of Securities
Class C Common Stock, par value $0.01 per share
Item 2(e) CUSIP Number
24703L202
Item 3 If this statement in filed pursuant to§§240.13d-1(b), or13d-2(b) or (c), check whether the person filing is a:
Not applicable.
Item 4 Ownership
Ownership information with respect to GIC Private Limited, GIC Special Investments Private Limited and Onset Investment Private Limited are incorporated by reference through items (5) through (9) and (11) of the cover page for each entity.
Onset Investment Private Limited shares the power to vote and the power to dispose of 5,073,580 Class C shares held directly by it with GIC Special Investments Private Limited and GIC Private Limited. GIC Special Investments Private Limited is wholly owned by GIC Private Limited and is the private equity investment arm of GIC Private Limited.
SCHEDULE 13G
| CUSIP No. 24703L202 | Page 6 of 7 Pages |
GIC Private Limited is a fund manager and only has two clients – the Government of Singapore (“GoS”) and the Monetary Authority of Singapore (“MAS”). Under the investment management agreement with GoS, GIC Private Limited has been given the sole discretion to exercise the voting rights attached to, and the disposition of, any shares managed on behalf of GoS. As such, GIC Private Limited has the sole power to vote and power to dispose of the 3,397,304 Class C Shares beneficially owned by it. GIC Private Limited shares power to vote and dispose of 612,677 Class C Shares beneficially owned by it with MAS.
Item 5 Ownership of Five Percent or Less of a Class
Not applicable.
Item 6 Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
Not applicable.
Item 8 Identification and Classification of Members of the Group
Not applicable.
Item 9 Notice of Dissolution of Group
Not applicable.
Item 10 Certifications
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under§240.14a-11.
SCHEDULE 13G
| CUSIP No. 24703L202 | Page 7 of 7 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct as of July 23, 2019.
| GIC PRIVATE LIMITED | ||
| By: | /s/ Celine Loh Sze Ling | |
| Name: Celine Loh Sze Ling | ||
| Title: Senior Vice President | ||
| By: | /s/ Toh Tze Meng | |
| Name: Toh Tze Meng | ||
| Title: Senior Vice President | ||
| GIC SPECIAL INVESTMENTS PRIVATE LIMITED | ||
| By: | /s/ Chan Hoe Yin | |
| Name: Chan Hoe Yin | ||
| Title: Director | ||
| ONSET INVESTMENT PRIVATE LIMITED | ||
| By: | /s/ Ankur Meattle | |
| Name: Ankur Meattle | ||
| Title: Authorized Signatory | ||
