In a recent filing with the United States Securities and Exchange Commission, Dell Technologies Inc. (DELL, Financial) disclosed a significant conversion of its stock. On November 29, 2024, the company issued 25,000,000 shares of its Class C common stock following the conversion of an equivalent number of Class A common stock shares held by Michael Dell (Trades, Portfolio). This strategic move has adjusted the company's stock structure, with Mr. Dell now holding 246,834,081 shares of Class A common stock and 41,912,241 shares of Class C common stock.
As a result of this conversion, Dell Technologies now has a total of 357,514,884 shares of Class C common stock outstanding. The company's certificate of incorporation allows holders of Class A common stock to convert their shares into Class C common stock on a one-to-one basis at any time. Additionally, Class A shares are automatically convertible into Class C shares under certain conditions as outlined in the company's charter.
Both Class A and Class C shares carry identical dividend and liquidation rights, ensuring parity between the two classes. The conversion was executed without registration, relying on the exemption provided by Section 3(a)(9) of the Securities Act of 1933, which allows such transactions without the need for registration or solicitation fees.
This development is part of Dell Technologies' ongoing efforts to manage its equity structure effectively, providing flexibility for future conversions under similar exemptions. Investors and stakeholders will be watching closely to see how these changes impact the company's financial strategies and shareholder value.
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