A maker of computers and data-center gear, Dell Technologies builds PCs, laptops, workstations, servers, storage, and networking equipment for homes, businesses, and the AI era. It was founded in 1984 when 19-year-old Michael Dell started assembling and selling IBM-compatible PCs from his University of Texas dorm room, originally under the name PC's Limited before taking his own surname. In 2016 the company merged with storage giant EMC in what was then the largest tech acquisition ever, creating today's Dell Technologies.
Effective July 2, 2026, Dell Technologies' Board approved amendments to the company's bylaws.
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The amendments elect to be governed by Section 21.373 of the Texas Business Organizations Code.
Shareholders must hold at least $1,000,000 in market value or 3% of outstanding voting shares to submit proposals.
Proposing shareholders must have held shares continuously for at least six months and through the meeting.
Proponents must solicit holders of at least 67% of voting power entitled to vote on the proposal.
3.03 Material Modification to Rights of Security Holders · 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · 9.01 Financial Statements and Exhibits
Dell Technologies redomesticates from Delaware to Texas effective July 1, 2026.
Stockholders approved the redomestication at the June 25, 2026 annual meeting with 3,358,114,482 votes for and 107,690,029 against.
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The redomestication became effective on July 1, 2026 at 12:01 a.m. Central Time after filing certificates of conversion in Texas and Delaware.
Each share of Class A, B, and C common stock automatically converted into one share of the Texas corporation's common stock; no exchange of certificates required.
The Texas corporation's certificate of formation includes a provision requiring shareholders to own at least 3% of outstanding shares to bring derivative proceedings against directors or officers.
The company's Class C common stock continues to trade on the NYSE under the symbol 'DELL'.
All seven Group I director nominees and the Group IV nominee were elected at the annual meeting.
3.03 Material Modification to Rights of Security Holders · 5.07 Submission of Matters to a Vote of Security Holders · 8.01 Other Events · 9.01 Financial Statements and Exhibits
Dell issued 3,438,364 Class C shares upon Class B conversions by Silver Lake funds.
The converting holders were 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., and Silver Lake Technology Investors V, L.P.
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Between June 1 and June 12, 2026, Dell Technologies issued 3,438,364 shares of Class C common stock upon conversion of an equal number of Class B common shares held by Silver Lake entities.
As of June 15, 2026, Dell had 325,046,693 Class C shares and 44,351,394 Class B shares outstanding.
The conversions were done on a one-to-one basis under Dell's certificate of incorporation, with Class C shares carrying the same dividend and liquidation rights as Class B shares.
The issuance was exempt from registration under Section 3(a)(9) of the Securities Act, with no commissions or remuneration paid for soliciting the exchange.
Dell subsidiaries complete $3.0B senior notes offering across three tranches
Dell International L.L.C. and EMC Corporation issued $1.0B of 4.750% Senior Notes due 2031, $750M of 5.000% Senior Notes due 2034, and $1.25B of 5.250% Senior Notes due 2037.
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The notes are senior unsecured obligations guaranteed by Dell Technologies Inc., Denali Intermediate Inc., and Dell Inc.
Interest accrues from June 16, 2026, with semi-annual payments; the notes mature on July 15, 2031, February 15, 2034, and February 15, 2037, respectively.
The notes include make-whole redemption provisions before certain dates and a change of control repurchase right at 101% of principal.
The offering was made under a shelf registration statement on Form S-3ASR (File No. 333-296691).
1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits
Dell issues $3B in senior notes across three tranches due 2031-2037
On June 11, 2026, Dell Technologies Inc., Dell International L.L.C., and EMC Corporation entered into an underwriting agreement with several underwriters led by Barclays, BofA Securities, Goldman Sachs, HSBC, J.P. Morgan, and PNC Capital Markets.
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The Issuers agreed to sell $1.0 billion of 4.750% Senior Notes due 2031, $750 million of 5.000% Senior Notes due 2034, and $1.25 billion of 5.250% Senior Notes due 2037.
The notes are priced at 99.563%, 99.404%, and 99.259% of par, respectively, and are guaranteed on a joint and several unsecured basis by Dell Technologies, Denali Intermediate Inc., and Dell Inc.
Closing is expected on June 16, 2026, subject to customary conditions, with net proceeds intended for general corporate purposes, possibly including debt repayment.
The offering is registered under a Form S-3ASR registration statement (File No. 333-296691) and was reported under Item 8.01 as an other event.
8.01 Other Events · 9.01 Financial Statements and Exhibits
On June 10, 2026, Dell Technologies Inc. and subsidiaries entered into a new Credit Agreement with JPMorgan Chase Bank as administrative agent.
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The new senior unsecured revolving credit facility provides $6.0 billion in aggregate revolving commitments, maturing June 10, 2031.
The facility includes a $500 million letter of credit sub-facility and allows for incremental commitments of at least $10 million.
Proceeds will be used for general corporate purposes; borrowings bear interest at SOFR or base rate plus a credit-rating-based margin.
Dell International and EMC repaid all outstanding obligations and terminated the prior November 1, 2021 credit agreement.
1.01 Entry into a Material Definitive Agreement · 1.02 Termination of a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits
Dell issued 4,237,699 Class C shares upon Class B conversions by Silver Lake entities.
On eight dates between March 2 and April 16, 2026, Dell Technologies issued an aggregate of 4,237,699 shares of Class C common stock upon conversion of an equal number of Class B common shares.
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The conversions were made by Silver Lake entities: 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., and Silver Lake Technology Investors V, L.P.
As of April 17, 2026, Dell had 325,654,621 Class C shares and 47,789,758 Class B shares outstanding.
The Class B shares were converted on a one-to-one basis under the company's certificate of incorporation, which permits optional and certain automatic conversions.
The issuance was exempt from registration under Section 3(a)(9) of the Securities Act of 1933, with no commissions or remuneration paid for soliciting the exchange.