Amended Statement of Beneficial Ownership (sc 13d/a)
April 05 2017 - 4:49PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
VMware, Inc.
(Name of Issuer)
Class A
Common Stock, par value $0.01 per share
(Title of Class of Securities)
928563402
(CUSIP Number)
Karen M. King, Esq.
Silver Lake
2775 Sand
Hill Road, Suite 100
Menlo Park, CA 94025
(650) 233-8120
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications)
With copies to:
Richard Capelouto, Esq.
Simpson Thacher & Bartlett LLP
2475 Hanover Street
Palo
Alto, California 94304
(650) 251-5000
April 5, 2017
(Date of
Event which Requires Filing of this Statement)
If the filing person has
previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following
box. ☐
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for
other parties to whom copies are to be sent.
*
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The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
|
The information required on 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, as amended (the Exchange Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
CUSIP NO. 928563402
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|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Silver Lake Partners III, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
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3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
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5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
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Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
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CUSIP NO. 928563402
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1.
|
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Names of
Reporting Persons.
Silver Lake Technology Investors III, L.P.
|
2.
|
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
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CUSIP NO. 928563402
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1.
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Names of
Reporting Persons.
SLP Denali Co-Invest, L.P.
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2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
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CUSIP NO. 928563402
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|
|
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|
1.
|
|
Names of
Reporting Persons.
SLP Denali Co-Invest GP, L.L.C.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
OO
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
|
CUSIP NO. 928563402
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|
1.
|
|
Names of
Reporting Persons.
Silver Lake Technology Associates III, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
|
CUSIP NO. 928563402
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|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
SLTA III (GP), L.L.C.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
OO
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
|
CUSIP NO. 928563402
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|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Silver Lake Partners IV, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
|
CUSIP NO. 928563402
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Silver Lake Technology Investors IV, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
|
CUSIP NO. 928563402
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Silver Lake Technology Associates IV, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
|
CUSIP NO. 928563402
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
SLTA IV (GP), L.L.C.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
OO
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
|
CUSIP NO. 928563402
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Silver Lake Group, L.L.C.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
OO
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
shares
beneficially
owned by
each
reporting
person
with:
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
334,089,448(1)
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
334,089,448(1)
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
334,089,448(1)
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by Amount
in Row (11)
82.2%(1)
|
14.
|
|
Type of Reporting Person (See
Instructions)
OO
|
(1)
|
Includes (i) 34,089,448 shares of Class A Common Stock and (ii) 300,000,000 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. See Item 5. Assumes the
conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.
|
Explanatory Note
This Amendment No. 6 (the Amendment No. 6) amends the statement on Schedule 13D originally filed by the Reporting Persons on
September 19, 2016, as amended by Amendment No. 1 to the Schedule 13D filed on November 7, 2016, Amendment No. 2 to the Schedule 13D filed on December 16, 2016, Amendment No. 3 to the Schedule 13D filed on
December 22, 2016, Amendment No. 4 to the Schedule 13D filed on February 15, 2017 and Amendment No. 5 to the Schedule 13D filed March 30, 2017 (as so amended, the Schedule 13D). The Items below amend the
information disclosed under the corresponding Items of the Schedule 13D as described below. Except as specifically provided herein, this Amendment does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used
but not defined herein shall have the meanings attributed to them in the Schedule 13D.
The Class A Common Stock of the Issuer reported as
beneficially owned in the Schedule 13D is directly held by EMC Corporation (EMC) or its wholly-owned subsidiary, EMC Equity Assets LLC (EMC Sub). EMC is a wholly-owned subsidiary of Dell Inc., which is indirectly wholly-owned
by Dell Technologies Inc. (Dell Technologies). Dell Technologies is owned by investors including certain of the Reporting Persons, Michael S. Dell, a separate property trust for the benefit of Mr. Dells wife and funds
affiliated with MSD Partners, L.P. This Amendment is being filed to report a change in the number of shares and percentage of the outstanding Class A Common Stock of the Issuer which may be deemed to be beneficially owned by the Reporting
Persons, in connection with the transactions under a stock purchase agreement, dated as of March 29, 2017, by and among Dell Technologies, EMC Sub and the Issuer (the March 2017 Stock Purchase Agreement) previously disclosed in
Amendment No. 5 to the Schedule 13D, filed on March 30, 2017.
Item 4.
|
Purpose of the Transaction.
|
Item 4 is hereby amended and supplemented by adding the following paragraph
at the end thereof:
The information set forth in Item 5 of this Schedule 13D is incorporated by reference in its entirety into this Item 4.
Item 5.
|
Interest in Securities of the Issuer.
|
The information contained in rows 7, 8, 9, 10, 11, 12 and 13 on
each of the cover pages of this Amendment and the information set forth or incorporated in Items 2 and 6 of this Schedule 13D is incorporated by reference in its entirety into this Item 5.
Items 5 (a), (b) and (c) are hereby amended and restated as follows:
(a) (b) As of April 5, 2017, after completion of the transaction reported in Item 5(c), the Reporting Persons may be deemed to beneficially own an
aggregate of 334,089,448 shares of the Issuers Class A Common Stock, which includes (i) 34,089,448 shares of the Issuers Class A Common Stock held by EMC or EMC Sub and (ii) 300,000,000 shares of the Issuers Class B
Common Stock held by EMC, which are convertible into shares of Class A Common Stock on a
one-for-one
basis at any time at EMCs election, representing
approximately 82.2% of the issued and outstanding shares of the Issuers Class A Common Stock calculated on the basis of Rule
13d-3
of the Exchange Act. The percentages of beneficial ownership in
this Schedule 13D are based on 409,250,593 shares of common stock of the Issuer outstanding as of March 15, 2017, and include 109,250,593 shares of Class A Common Stock and 300,000,000 shares of Class B Common Stock, as provided by
the Issuer, reflect that the 2,699,204 shares of Class A Common Stock sold to the Issuer on April 5, 2017 in connection with the transaction reported herein are no longer outstanding, and assume conversion of all outstanding shares of
Class B Common Stock into shares of Class A Common Stock. As further described in Item 6 of the Schedule 13D, the Reporting Persons may be deemed to share voting and dispositive power over all shares reported herein with EMC, EMC Sub (to
the extent of its direct holdings), Dell Technologies and certain of its other subsidiaries, and Mr. Dell. Dell Technologies, EMC, EMC Sub and Mr. Dell separately file Schedule 13D filings reporting their respective beneficial ownership of
such securities.
Information with respect to the beneficial ownership of Class A Common Stock by the individuals listed in Annex A of the Schedule
13D is set forth in Annex A of the Schedule 13D and is incorporated herein by reference in response to this Item 5.
(c) On April 5, 2017, EMC Sub
sold 2,699,204 shares of Class A Common Stock to the Issuer for a cash payment of $300 million in an initial closing pursuant to the March 2017 Stock Purchase Agreement. The shares delivered to the Issuer on April 5, 2017 had a value
of approximately $240 million based on a closing price of $92.14 per share as reported on the New York Stock Exchange on March 31, 2017, less a discount of 3.5% from that per share price. Under the March 2017
Stock Purchase Agreement, EMC Sub will deliver to the Issuer the remaining shares of Class A Common Stock at a later date in a second closing that is expected to occur in the second quarter
of the 2018 fiscal year of Dell Technologies. The total number of shares of Class A Common Stock to be purchased by the Issuer under the March 2017 Stock Purchase Agreement will be based on the volume-weighted average price per share of the
Class A Common Stock as reported on the New York Stock Exchange during a specified reference period, less a discount of 3.5% from that volume-weighted average per share price, and subject to adjustment in certain circumstances. The terms of the
March 2017 Stock Purchase Agreement are described in Amendment No. 5 to the Schedule 13D filed on March 30, 2017, and a copy of the March 2017 Stock Purchase Agreement is filed as an exhibit thereto.
Except as set forth in this Amendment, none of the Reporting Persons, or, to the best knowledge of the Reporting Persons, any other person listed in Annex A,
have effected any transaction in Class A Common Stock since the filing of Amendment No. 5 to the Schedule 13D on March 30, 2017.
Item 6.
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Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
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Item
6 is hereby amended and supplemented by adding the following paragraph at the end thereof:
The information set forth in Item 5 of this Schedule 13D is
incorporated by reference in its entirety into this Item 6.
Signatures
After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true,
complete and correct.
Dated: April 5, 2017
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Silver Lake Partners III, L.P.
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By:
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Silver Lake Technology Associates III, L.P., its general partner
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By: SLTA III (GP), L.L.C., its general partner
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By: Silver Lake Group, L.L.C., its managing member
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By:
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/s/ Karen M. King
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Name: Karen M. King
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Title: Managing Director and Chief Legal Officer
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Silver Lake Technology Investors III, L.P.
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By:
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Silver Lake Technology Associates III, L.P., its general partner
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By: SLTA III (GP), L.L.C., its general partner
|
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By: Silver Lake Group, L.L.C., its managing member
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By:
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/s/ Karen M. King
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Name: Karen M. King
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Title: Managing Director and Chief Legal Officer
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SLP Denali
Co-Invest,
L.P.
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By:
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SLP Denali
Co-Invest
GP, L.L.C., its general partner
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By: Silver Lake Technology Associates III, L.P., its managing member
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By: SLTA III (GP), L.L.C., its general partner
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By: Silver Lake Group, L.L.C., its managing member
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By:
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/s/ Karen M. King
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Name: Karen M. King
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Title: Managing Director and Chief Legal Officer
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SLP Denali
Co-Invest
GP, L.L.C.
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By:
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Silver Lake Technology Associates III, L.P., its managing member
|
|
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By: SLTA III (GP), L.L.C., its general partner
|
|
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By: Silver Lake Group, L.L.C., its managing member
|
|
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By:
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/s/ Karen M. King
|
|
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Name: Karen M. King
|
|
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Title: Managing Director and Chief Legal Officer
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Silver Lake Technology Associates III, L.P.
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By:
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SLTA III (GP), L.L.C., its general partner
|
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By: Silver Lake Group, L.L.C., its managing member
|
|
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By:
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/s/ Karen M. King
|
|
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Name: Karen M. King
|
|
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Title: Managing Director and Chief Legal Officer
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SLTA III (GP), L.L.C.
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By:
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Silver Lake Group, L.L.C., its managing member
|
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By:
|
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/s/ Karen M. King
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|
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Name: Karen M. King
|
|
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Title: Managing Director and Chief Legal Officer
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Silver Lake Partners IV, L.P.
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By:
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Silver Lake Technology Associates IV, L.P., its general partner
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By: SLTA IV (GP), L.L.C., its general partner
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By: Silver Lake Group, L.L.C., its managing member
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By:
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/s/ Karen M. King
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Name: Karen M. King
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|
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Title: Managing Director and Chief Legal Officer
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Silver Lake Technology Investors IV, L.P.
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By:
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Silver Lake Technology Associates IV, L.P., its general partner
|
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By: SLTA IV (GP), L.L.C., its general partner
|
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By: Silver Lake Group, L.L.C., its managing member
|
|
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By:
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/s/ Karen M. King
|
|
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Name: Karen M. King
|
|
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Title: Managing Director and Chief Legal Officer
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Silver Lake Technology Associates IV, L.P.
|
By:
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SLTA IV (GP), L.L.C., its general partner
|
|
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By: Silver Lake Group, L.L.C., its managing member
|
|
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By:
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/s/ Karen M. King
|
|
|
Name: Karen M. King
|
|
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Title: Managing Director and Chief Legal Officer
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SLTA IV (GP), L.L.C.
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By: Silver Lake Group, L.L.C., its managing member
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By:
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/s/ Karen M. King
|
|
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Name: Karen M. King
|
|
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Title: Managing Director and Chief Legal Officer
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Silver Lake Group, L.L.C.
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By:
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/s/ Karen M. King
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Name: Karen M. King
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Title: Managing Director and Chief Legal Officer
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