DELL 10-K Annual Report Feb. 2, 2024 | Alphaminr
Dell Technologies Inc.
ALPHAMINR

DELL 10-K Fiscal year ended Feb. 2, 2024

Balance Sheet
Cash Flow
Income Statement
Debt
DELL TECHNOLOGIES INC.
TABLE OF CONTENTS
Part IItem 1 BusinessItem 1A Risk FactorsItem 1B Unresolved Staff CommentsItem 1C CybersecurityItem 2 PropertiesItem 3 Legal ProceedingsItem 4 Mine Safety DisclosuresPart IIItem 5 Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6 [reserved]Item 7 Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A Quantitative and Qualitative Disclosures About Market RiskItem 8 Financial StatementsNote 1 Overview and Basis Of PresentationNote 2 Summary Of Significant Accounting PoliciesNote 3 Discontinued OperationsNote 4 Fair Value MeasurementsNote 5 InvestmentsNote 6 Financial ServicesNote 7 LeasesNote 8 DebtNote 9 Derivative Instruments and Hedging ActivitiesNote 10 Goodwill and Intangible AssetsNote 11 Deferred RevenueNote 12 Commitments and ContingenciesNote 13 Income and Other TaxesNote 14 Accumulated Other Comprehensive Income (loss)Note 15 CapitalizationNote 16 Earnings Per ShareNote 17 Stock-based CompensationNote 18 Retirement Plan BenefitsNote 19 Segment InformationNote 20 Related Party TransactionsNote 21 Supplemental Consolidated Financial InformationNote 22 Government AssistanceNote 23 Subsequent EventsItem 9 Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A Controls and ProceduresItem 9B Other InformationItem 9C Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10 Directors, Executive Officers and Corporate GovernanceItem 11 Executive CompensationItem 12 Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13 Certain Relationships and Related Transactions, and Director IndependenceItem 14 Principal Accountant Fees and ServicesPart IVItem 15 Exhibit and Financial Statement SchedulesItem 16 Form 10-k Summary

Exhibits

2.1 Separation and Distribution Agreement, dated as of April 14, 2021, by and between Dell Technologies Inc. and VMware, Inc. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K of Dell Technologies Inc. (the Company) filed with the Securities and Exchange Commission (the Commission) on April 14, 2021) (Commission File No. 001-37867). 2.2 Letter Agreement, dated as of October 7, 2021, by and between Dell Technologies Inc. and VMware, Inc. (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K of the Company filed with the Commission on October 7, 2021) (Commission File No. 001-37867). 2.3 Letter Agreement, dated as of November 1, 2021, by and between Dell Technologies Inc. and VMware, Inc. (incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K of the Company filed with the Commission on November 1, 2021) (Commission File No. 001-37867). 3.1 Sixth Amended and Restated Certificate of Incorporation of Dell Technologies Inc. (incorporated by reference to Exhibit 3.1 to the Companys Current Report on Form 8-K filed with the Commission on June 29, 2022) (Commission File No. 001-37867). 3.2 Third Amended and Restated Bylaws of Dell Technologies Inc. (incorporated by reference to Exhibit 3.2 to the Companys Current Report on Form 8-K filed with the Commission on June 29, 2022) (Commission File No. 001-37867). 4.2 Indenture, dated as of April 17, 2008, between Dell Inc. and The Bank of New York Mellon Trust Company, N.A. (formerly The Bank of New York Trust Company, N.A.), as trustee (including the form of notes) (incorporated by reference to Exhibit 4.1 to Dell Inc.s Current Report on Form 8-K filed with the Commission on April 17, 2008) (Commission File No. 000-17017). 4.3 Indenture, dated as of April 6, 2009, between Dell Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to Dell Inc.s Current Report on Form 8-K filed with the Commission on April 6, 2009) (Commission File No. 000-17017). 4.4 Third Supplemental Indenture, dated September 10, 2010, between Dell Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to Dell Inc.s Current Report on Form 8-K filed with the Commission on September 10, 2010) (Commission File No. 000-17017). 4.5 Base Indenture, dated as of June 1, 2016, among Diamond 1 Finance Corporation and Diamond 2 Finance Corporation, as issuers, and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.14 to Amendment No. 6 to the Companys 2016 Form S-4 filed with the Commission on June 3, 2016) (Registration No. 333-208524). 4.6 2026 Notes Supplemental Indenture No. 1, dated June 1, 2016, among Diamond 1 Finance Corporation, Diamond 2 Finance Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.21 to Amendment No. 6 to the Companys 2016 Form S-4 filed with the Commission on June 3, 2016) (Registration No. 333-208524). 4.7 2036 Notes Supplemental Indenture No. 1, dated June 1, 2016, among Diamond 1 Finance Corporation, Diamond 2 Finance Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.23 to Amendment No. 6 to the Companys 2016 Form S-4 filed with the Commission on June 3, 2016) (Registration No. 333-208524). 4.8 2046 Notes Supplemental Indenture No. 1, dated June 1, 2016, among Diamond 1 Finance Corporation, Diamond 2 Finance Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.25 to Amendment No. 6 to the Companys 2016 Form S-4 filed with the Commission on June 3, 2016) (Registration No. 333-208524). 4.9 First Supplemental Indenture, dated as of September 6, 2016, by and among Diamond 1 Finance Corporation, Diamond 2 Finance Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed with the Commission on September 9, 2016) (Commission File No. 001-37867). 4.10 2019 Notes Supplemental Indenture No. 2, 2021 Notes Supplemental Indenture No. 2, 2023 Notes Supplemental Indenture No. 2, 2026 Notes Supplemental Indenture No. 2, 2036 Notes Supplemental Indenture No. 2 and 2046 Notes Supplemental Indenture No. 2, dated as of September 7, 2016, by and among Dell International L.L.C., EMC Corporation, New Dell International LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K filed with the Commission on September 9, 2016) (Commission File No. 001-37867). 4.11 2019 Notes Supplemental Indenture No. 3, 2021 Notes Supplemental Indenture No. 3, 2023 Notes Supplemental Indenture No. 3, 2026 Notes Supplemental Indenture No. 3, 2036 Notes Supplemental Indenture No. 3 and 2046 Notes Supplemental Indenture No. 3, dated as of September 7, 2016, by and among Dell International L.L.C., EMC Corporation, Dell Technologies Inc., Denali Intermediate Inc., Dell Inc., the other guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.3 to the Companys Current Report on Form 8-K filed with the Commission on September 9, 2016) (Commission File No. 001-37867). 4.12 2019 Notes Supplemental Indenture No. 4, 2021 Notes Supplemental Indenture No. 4, 2023 Notes Supplemental Indenture No. 4, 2026 Notes Supplemental Indenture No. 4, 2036 Notes Supplemental Indenture No. 4 and 2046 Notes Supplemental Indenture No. 4, dated as of May 23, 2017, by and among Dell International L.L.C., EMC Corporation, Dell Global Holdings XIII L.L.C., QTZ L.L.C. and The Bank of New York Mellon Trust Company, N.A., as Trustee and Collateral Agent (incorporated by reference to Exhibit 4.32 to the Companys Annual Report on Form 10-K for the fiscal year ended February 1, 2019) (Commission File No. 001-37867). 4.13 Supplemental Indenture No. 5, dated as of March 20, 2019, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent (incorporated by reference to Exhibit 4.11 to the Companys Current Report on Form 8-K filed with the Commission on March 21, 2019) (Commission File No. 001-37867). 4.14 Base Indenture, dated as of March 20, 2019, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed with the Commission on March 21, 2019) (Commission File No. 001-37867). 4.15 2024 Notes Supplemental Indenture No. 1, dated as of March 20, 2019, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K filed with the Commission on March 21, 2019) (Commission File No. 001-37867). 4.16 2026 Notes Supplemental Indenture No. 1, dated as of March 20, 2019, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent (incorporated by reference to Exhibit 4.3 to the Companys Current Report on Form 8-K filed with the Commission on March 21, 2019) (Commission File No. 001-37867). 4.17 2029 Notes Supplemental Indenture No. 1, dated as of March 20, 2019, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent (incorporated by reference to Exhibit 4.4 to the Companys Current Report on Form 8-K filed with the Commission on March 21, 2019) (Commission File No. 001-37867). 4.18 Base Indenture, dated as of April 9, 2020, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed with the Commission on April 9, 2020) (Commission File No. 001-37867). 4.19 2025 Notes Supplemental Indenture No. 1, dated as of April 9, 2020, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K filed with the Commission on April 9, 2020) (Commission File No. 001-37867). 4.20 2027 Notes Supplemental Indenture No. 1, dated as of April 9, 2020, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent (incorporated by reference to Exhibit 4.3 to the Companys Current Report on Form 8-K filed with the Commission on April 9, 2020) (Commission File No. 001-37867). 4.21 2030 Notes Supplemental Indenture No. 1, dated as of April 9, 2020, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent (incorporated by reference to Exhibit 4.4 to the Companys Current Report on Form 8-K filed with the Commission on April 9, 2020) (Commission File No. 001-37867). 4.22 Base Indenture, dated as of December 13, 2021, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed with the Commission on December 15, 2021) (Commission File No. 001-37867). 4.23 2041 Notes Supplemental Indenture No. 1, dated as of December 13, 2021, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K filed with the Commission on December 15, 2021) (Commission File No. 001-37867). 4.24 2051 Notes Supplemental Indenture No. 1, dated as of December 13, 2021, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.3 to the Companys Current Report on Form 8-K filed with the Commission on December 15, 2021) (Commission File No. 001-37867). 4.25 Registration Rights Agreement, dated as of December 13, 2021, among Dell International L.L.C., EMC Corporation, the guarantors party thereto and BofA Securities, Inc., Barclays Capital Inc., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC and Wells Fargo Securities LLC, as the representatives for the initial purchasers. (incorporated by reference to Exhibit 4.4 to the Companys Current Report on Form 8-K filed with the Commission on December 15, 2021) (Commission File No. 001-37867). 4.26 Form of Global Note for 3.375% Senior Notes due 2041 (included in Exhibit 4.23). 4.27 Form of Global Note for 3.450% Senior Notes due 2051 (included in Exhibit 4.24). 4.28 Second Amended and Restated Registration Rights Agreement, dated as of December 25, 2018, by and among the Company, Michael S. Dell, Susan Lieberman Dell Separate Property Trust, MSDC Denali Investors, L.P., MSDC Denali EIV, LLC, Silver Lake Partners III, L.P., Silver Lake Technology Investors III, L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., SLP Denali Co-Invest, L.P., Venezio Investments Pte. Ltd. and the Management Stockholders party thereto (incorporated by reference to Exhibit 10.4 to the Companys Current Report on Form 8-K filed with the Commission on December 28, 2018) (Commission File No. 001-37867). 4.29 Amendment No. 1 to the Second Amended and Restated Registration Rights Agreement, dated as of May 27, 2019, among Dell Technologies Inc., Michael S. Dell, Susan Lieberman Dell Separate Property Trust, MSDC Denali Investors, L.P., MSDC Denali EIV, LLC, SL SPV-2, L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors V, L.P., SLP Denali Co-Invest, L.P. and Venezio Investments Pte. Ltd. (incorporated by reference to Exhibit 4.40 to the Companys Annual Report on Form 10-K for the fiscal year ended January 31, 2020) (Commission File No. 001-37867). 4.30 Amendment No. 2 to the Second Amended and Restated Registration Rights Agreement, dated as of April 15, 2020, among Dell Technologies Inc., Michael S. Dell and Susan Lieberman Dell Separate Property Trust, SL SPV-2 L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors V, L.P. and Venezio Investments Pte. Ltd. (incorporated by reference to Exhibit 4.9 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended May 1, 2020) (Commission File No. 001-37867). 4.31 Amendment No. 3 to the Second Amended and Restated Registration Rights Agreement, dated as of September 15, 2020, among Dell Technologies Inc., Michael S. Dell and Susan Lieberman Dell Separate Property Trust, SL SPV-2 L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors V, L.P. and Venezio Investments Pte. Ltd. (incorporated by reference to Exhibit 4.1 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended October 30, 2020) (Commission File No. 001-37867). 4.32 Consent to the Extension of Registration Rights Under the Second Amended and Restated Registration Rights Agreement, dated January 18, 2023, among Dell Technologies Inc. and SL SPV-2 L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors V, L.P. (incorporated by reference to Exhibit 4.36 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2023) (Commission File No. 001-37867). 4.33 Consent to the Extension of Registration Rights Under the Second Amended and Restated Registration Rights Agreement, dated March 30, 2023, among Dell Technologies Inc. and SL SPV-2 L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors V, L.P. (incorporated by reference to Exhibit 4.1 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended May 5, 2023) (Commission File No. 001-37867). 4.34 Consent to the Extension of Registration Rights Under the Second Amended and Restated Registration Rights Agreement, dated June 5, 2023, among Dell Technologies Inc. and SL SPV-2 L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors V, L.P. (incorporated by reference to Exhibit 4.1 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended August 4, 2023) (Commission File No. 001-37867). 4.35 Consent to the Extension of Registration Rights Under the Second Amended and Restated Registration Rights Agreement, dated September 11, 2023, among Dell Technologies Inc. and SL SPV-2 L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors V, L.P. (incorporated by reference to Exhibit 4.1 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended November 3, 2023) (Commission File No. 001-37867). 4.36 Consent to the Extension of Registration Rights Under the Second Amended and Restated Registration Rights Agreement, dated December 13, 2023, among Dell Technologies Inc. and SL SPV-2 L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., Silver Lake Partners V DE (AIV), L.P., Silver Lake Technology Investors V, L.P. 4.37 Base Indenture, dated as of January 24, 2023, among Dell International L.L.C, EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K filed with the Commission on January 24, 2023) (Commission File No. 001-37867). 4.38 2028 Notes Supplemental Indenture No. 1, dated as of January 24, 2023, among Dell International L.L.C, EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K filed with the Commission on January 24, 2023) (Commission File No. 001-37867). 4.39 2033 Notes Supplemental Indenture No. 1, dated as of January 24, 2023, among Dell International L.L.C, EMC Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.3 to the Companys Current Report on Form 8-K filed with the Commission on January 24, 2023) (Commission File No. 001-37867). 4.40 Form of Global Note for 5.250% Senior Notes due 2028 (included in Exhibit 4.38). 4.41 Form of Global Note for 5.750% Senior Notes due 2033 (included in Exhibit 4.39). 4.42 Amended and Restated Description of Common Stock (incorporated by reference to Exhibit 4.42 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2023) (Commission File No. 001-37867). 10.1* Dell Technologies Inc. 2012 Long-Term Incentive Plan (formerly known as Dell Inc. 2012 Long-Term Incentive Plan) as amended and restated as of October 6, 2017 (incorporated by reference to Exhibit 10.4 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended November 3, 2017) (Commission File No. 001-37867). 10.2* Dell Inc. Annual Bonus Plan (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended May 1, 2020) (Commission File No. 001-37867). 10.3* Employment Agreement, dated October 29, 2013, by and among Dell Inc., the Company and Michael S. Dell (incorporated by reference to Exhibit 10.7 to Amendment No. 3 to the Companys 2016 Form S-4 filed with the Commission on April 11, 2016) (Registration No. 333-208524). 10.4* Dell Inc. Severance Pay Plan for Executive Employees (incorporated by reference to Exhibit 10.14 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2017) (Commission File No. 001-37867). 10.5* Form of Protection of Sensitive Information, Noncompetition and Nonsolicitation Agreement (incorporated by reference to Exhibit 10.16 to Amendment No. 3 to the Companys 2016 Form S-4 filed with the Commission on April 11, 2016) (Registration No. 333-208524). 10.6* Form of Dell Technologies Inc. Deferred Cash Award Agreement (incorporated by reference to Exhibit 10.26 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2017) (Commission File No. 001-37867). 10.7 Amended and Restated Master Transaction Agreement among EMC Corporation, Dell Technologies Inc. and VMware, Inc. dated January 9, 2018 (incorporated by reference to Exhibit 10.1 to VMware, Inc.s Annual Report on Form 10-K for the fiscal year ended February 2, 2018) (Commission File No. 001-33622). 10.8* Form of Indemnification Agreement between the Company and certain members of its Board of Directors (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarter ended October 28, 2022) (Commission File No. 001-37867). 10.9* Form of Indemnification Agreement between EMC Corporation and each of Jeremy Burton, Howard D. Elias and David I. Goulden (incorporated by reference to Exhibit 10.39 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2017) (Commission File No. 001-37867). 10.10* Form of Indemnification Agreement between Dell Technologies Inc. and certain of its executive officers (incorporated by reference to Exhibit 10.40 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2017) (Commission File No. 001-37867). 10.11* Form of EMC Corporation Deferred Compensation Retirement Plan, as amended and restated, effective as of January 1, 2016 (incorporated by reference to Exhibit 10.41 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2017) (Commission File No. 001-37867). 10.12* Form of Dell Deferred Compensation Plan, effective as of January 1, 2017 (incorporated by reference to Exhibit 10.42 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2017) (Commission File No. 001-37867). 10.13* Form of Protection of Sensitive Information, Noncompetition and Nonsolicitation Agreement between Dell Inc. and each of Howard D. Elias and William F. Scannell (incorporated by reference to Exhibit 10.47 to the Companys Annual Report on Form 10-K for the fiscal year ended February 2, 2018) (Commission File No. 001-37867). 10.14* Offer Letter to William F. Scannell, dated August 12, 2016 (incorporated by reference to Exhibit 10.51 to the Companys Annual Report on Form 10-K for the fiscal year ended February 2, 2018) (Commission File No. 001-37867). 10.15* Form of Amended and Restated Stock Option Agreement-Performance Vesting Option for grants to executive officers under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.10 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.16* Form of Amended and Restated Stock Option Agreement-Performance Vesting Option for grants to employees under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.11 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.17* Form of Amended and Restated Stock Option Agreement-Time Vesting Option for grants to executive officers under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.12 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.18* Form of Amended and Restated Stock Option Agreement-Time Vesting Option for grants to employees under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.13 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.19* Form of Amended and Restated Dell Performance Award Agreement for grants to executive officers under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.14 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.20* Form of Amended and Restated Dell Performance Award Agreement for grants to employees under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.15 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.21* Form of Amended and Restated Dell Time Award Agreement for grants to executive officers under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.16 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.22* Form of Amended and Restated Dell Time Award Agreement for grants to employees under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.17 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.23* Form of Amended and Restated Dell Deferred Time Award Agreement for Non-Employee Directors under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.18 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.24* Form of Amended and Restated Stock Option Agreement for Non-Employee Directors (Annual Grant) under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.19 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.25* Form of Stock Option Agreement for Non-Employee Directors (Sign-On Grant) under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.20 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.26* Form of Amended and Restated Stock Option Agreement for grants to executive officers (Rollover Option) under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.21 to Amendment No. 2 to the Companys Registration Statement on Form S-4 filed with the Commission on October 4, 2018) (Registration No. 333-226618). 10.27* Dell Technologies Inc. 2013 Stock Incentive Plan (as amended and restated as of July 9, 2019) (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed with the Commission on July 11, 2019) (Commission File No. 001-37867). 10.28* Amended and Restated Compensation Program for Independent Non-Employee Directors (incorporated by reference to Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended August 4, 2023) (Commission File No. 001-37867). 10.29 Letter Agreement, dated as of July 1, 2018, between the Company and VMware, Inc. (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed with the Commission on July 2, 2018) (Commission File No. 001-37867). 10.30 Waiver, dated as of November 14, 2018, among the Company and VMware, Inc. (incorporated by reference to Exhibit 10.6 to the Companys Current Report on Form 8-K/A filed with the Commission on November 15, 2018) (Commission File No. 001-37867). 10.31 MD Stockholders Agreement, dated as of December 25, 2018, by and among the Company, Denali Intermediate Inc., Dell Inc., EMC Corporation, Denali Finance Corp., Dell International L.L.C., Michael S. Dell and the Susan Lieberman Dell Separate Property Trust (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed with the Commission on December 28, 2018) (Commission File No. 001-37867). 10.32 SLP Stockholders Agreement, dated as of December 25, 2018, by and among the Company, Denali Intermediate Inc., Dell Inc., EMC Corporation, Denali Finance Corp., Dell International L.L.C., Silver Lake Partners III, L.P., Silver Lake Technology Investors III, L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P. and SLP Denali Co-Invest, L.P. and the other stockholders named therein (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed with the Commission on December 28, 2018) (Commission File No. 001-37867). 10.33 Second Amended and Restated Management Stockholders Agreement, dated as of December 25, 2018, by and among the Company, Michael S. Dell, Susan Lieberman Dell Separate Property Trust, Silver Lake Partners III, L.P., Silver Lake Technology Investors III, L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors IV, L.P., SLP Denali Co-Invest, L.P. and the Management Stockholders (as defined therein) (incorporated by reference to Exhibit 10.5 to the Companys Current Report on Form 8-K filed with the Commission on December 28, 2018) (Commission File No. 001-37867). 10.34 Amended and Restated Class C Stockholders Agreement, dated as of December 25, 2018, by and among the Company, Michael S. Dell, Susan Lieberman Dell Separate Property Trust, Silver Lake Partners III, L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors III, L.P., Silver Lake Technology Investors IV, L.P., SLP Denali Co-Invest, L.P. and Venezio Investments Pte. Ltd. (incorporated by reference to Exhibit 10.6 to the Companys Current Report on Form 8-K filed with the Commission on December 28, 2018) (Commission File No. 001-37867). 10.35 Second Amended and Restated Class A Stockholders Agreement, dated as of December 25, 2018, by and among the Company, Michael S. Dell, Susan Lieberman Dell Separate Property Trust, Silver Lake Partners III, L.P., Silver Lake Partners IV, L.P., Silver Lake Technology Investors III, L.P., Silver Lake Technology Investors IV, L.P., SLP Denali Co-Invest, L.P. and the New Class A Stockholders party thereto (incorporated by reference to Exhibit 10.7 to the Companys Current Report on Form 8-K filed with the Commission on December 28, 2018) (Commission File No. 001-37867). 10.36* Form of Restricted Stock Unit Agreement under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed with the Commission on March 19, 2019) (Commission File No. 001-37867). 10.37* Form of Performance-Based Restricted Stock Unit Agreement under the Dell Technologies Inc. 2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed with the Commission on March 19, 2019) (Commission File No. 001-37867). 10.38 Commercial Framework Agreement, dated as of November 1, 2021, by and between Dell Technologies Inc. and VMware, Inc. (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed with the Commission on November 1, 2021) (Commission File No. 001-37867). 10.39* Dell Technologies Inc. Restricted Stock Unit Agreement with Anthony Charles Whitten (incorporated by reference to Exhibit 10.45 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2023) (Commission File No. 001-37867). 10.40 Credit Agreement, dated as of November 1, 2021, among Dell Technologies Inc., Denali Intermediate Inc., Dell Inc., Dell International L.L.C., as a borrower, EMC Corporation, as a borrower, JPMorgan Chase Bank, N.A., as administrative agent, and each of the lenders and other parties from time to time party thereto (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed with the Commission on November 1, 2021) (Commission File No. 001-37867). 10.41 First Amendment to the Credit Agreement, dated as of February 8, 2022, among Dell Technologies Inc., Denali Intermediate Inc., Dell Inc., Dell International L.L.C., as a borrower, EMC Corporation, as a borrower, JPMorgan Chase Bank, N.A., as administrative agent, and each of the lenders and other parties from time to time party thereto (incorporated by reference to Exhibit 10.47 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2023) (Commission File No. 001-37867). 10.42 Second Amendment to the Credit Agreement, dated as of November 10, 2022, among Dell Technologies Inc., Denali Intermediate Inc., Dell Inc., Dell International L.L.C., as a borrower, EMC Corporation, as a borrower, JPMorgan Chase Bank, N.A., as administrative agent, and each of the lenders and other parties from time to time party thereto (incorporated by reference to Exhibit 10.48 to the Companys Annual Report on Form 10-K for the fiscal year ended February 3, 2023) (Commission File No. 001-37867). 10.43* Dell Technologies Inc. 2023 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed with the Commission on June 22, 2023) (Commission File No. 001-37867). 10.44* Form of Time-Based Restricted Stock Unit Agreement under the Dell Technologies Inc. 2023 Stock Incentive Plan. 10.45* Form of Performance-Based Restricted Stock Unit Agreement under the Dell Technologies Inc. 2023 Stock Incentive Plan. 10.46* Form of Deferred Stock Unit Agreement under the Dell Technologies Inc. 2023 Stock Incentive Plan (incorporated by reference to Exhibit 10.6 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended August 4, 2023) (Commission File No. 001-37867). 10.47* Separation Agreement and Release, dated July 27, 2023, between the Company and Anthony Charles Whitten (incorporated by reference to Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended August 4, 2023) (Commission File No. 001-37867). 21.1 Subsidiaries of Dell Technologies Inc 22.1 List of Guarantor Subsidiaries and Issuers of Guaranteed Securities 23.1 Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm of Dell Technologies Inc. 31.1 Certification of Michael S. Dell, Chairman and Chief Executive Officer, pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Yvonne McGill, Executive Vice President and Chief Financial Officer, pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certifications of Michael S. Dell, Chairman and Chief Executive Officer, and Yvonne McGill, Executive Vice President and Chief Financial Officer, pursuant to Rule 13a-14(b) or Rule 15d-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 97 Dell Technologies Inc. Incentive-Based Compensation Recovery Policy effective September 28, 2023.