Hewlett Packard : Statement of Changes in Beneficial Ownership

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF

SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or

Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person *	2. Issuer Name and Ticker or Trading Symbol	5. Relationship of Reporting Person(s) to Issuer
		(Check all applicable)

Neri Antonio F

Hewlett Packard Enterprise Co [ HPE ]

_____ Director

_____ 10% Owner

(Last)

(First)

(Middle)

3. Date of Earliest Transaction (MM/DD/YYYY)

__X__ Officer (give title below) _____ Other (specify below)

C/O HEWLETT PACKARD

9/16/2019

President and CEO

ENTERPRISE COMPANY, 6280

AMERICA CENTER

(Street)

4. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

SAN JOSE, CA 95002

_X _ Form filed by One Reporting Person

(City)

(State)

(Zip)

___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security

2. Trans. Date

2A. Deemed

3. Trans. Code

4. Securities Acquired (A) or

5. Amount of Securities Beneficially Owned

6.

7. Nature

(Instr. 3)

Execution

(Instr. 8)

Disposed of (D)

Following Reported Transaction(s)

Ownership

of Indirect

Date, if any

(Instr. 3, 4 and 5)

(Instr. 3 and 4)

Form:

Beneficial

Direct (D)

Ownership

or Indirect

(Instr. 4)

(A) or

(I) (Instr.

Code

V

Amount

(D)

Price

4)

Common Stock

9/16/2019

M

24666

A

$7.81

29602

D

Common Stock

9/16/2019

S

24666 (1)

D

$15.1859 (3)

4936

D

Common Stock

9/16/2019

M

24969

A

$9.39

29905

D

Common Stock

9/16/2019

S

24969 (2)

D

$15.1859 (3)

4936

D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of

2.

3. Trans.

3A.

4. Trans.

5. Number of Derivative

6. Date Exercisable and

7. Title and Amount of

8. Price of

9. Number of

10.

11. Nature

Derivate

Conversion

Date

Deemed

Code

Securities Acquired (A) or

Expiration Date

Securities Underlying

Derivative

derivative

Ownership

of Indirect

Security

or Exercise

Execution

(Instr. 8)

Disposed of (D)

Derivative Security

Security

Securities

Form of

Beneficial

(Instr. 3)

Price of

Date, if any

(Instr. 3, 4 and 5)

(Instr. 3 and 4)

(Instr. 5)

Beneficially

Derivative

Ownership

Derivative

Owned

Security:

(Instr. 4)

Security

Date

Expiration

Amount or

Following

Direct (D)

Title

Number of

Reported

or Indirect

Code

V

(A)

(D)

Exercisable

Date

Shares

Transaction(s)

(I) (Instr.

(Instr. 4)

4)

Employee

Stock Option

$7.81

9/16/2019

M

24666

9/27/2012 (5)

9/27/2019

(6)

Common

24666

$0

0

D

(Right to

Stock

Buy) (4)

Employee

Stock Option

$9.39

9/16/2019

M

24969

12/7/2012 (5)

12/7/2019

(6)

Common

24969

$0

0

D

(Right to

Stock

Buy) (4)

Restricted

(7)

7/3/2019

A

376.2827 (8)

(8)

(8)

Common

376.2827

(8)

54271.7124

D

Stock Units

Stock

Restricted

(7)

7/3/2019

A

1552.2719 (9)

(9)

(9)

Common

1552.2719

(9)

220801.016

D

Stock Units

Stock

Restricted

(7)

7/3/2019

A

2562.8368 (10)

(10)

(10)

Common

2562.8368

(10)

356264.401

D

Stock Units

Stock

Explanation of Responses:

1. The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 09/06/19.
2. The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 09/11/19.
3. The price in Column 4 is a weighted average price. The prices actually paid ranged from $15.1350 to $15.2350. Upon request, the reporting person will provide to the Issuer, any security holder of the Issuer, or the SEC staff information regarding the number of shares purchased at each price within the range.
4. This option reflects the conversion adjustments previously reported.
5. This option became exercisable beginning on this date.

1. This option is no longer exercisable beginning on this date.
2. Each restricted stock unit represents a contingent right to receive one share of HP common stock.
3. As previously reported, on 12/07/16 the reporting person was granted 91,167 Restricted Stock Units ("RSUs"), 51,140 of which vested on 12/07/17, 51,140 of which vested on 12/07/18, and 51,141 of which will vest on 12/07/19. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 376.2827 dividend equivalent rights at $15.2900 per RSU credited to the reporting person's account on 07/03/19. Unvested RSUs in this footnote, and the amount in column 5 reflect the conversion adjustment previously reported.
4. As previously reported, on 12/07/17 the reporting person was granted 316,456 RSUs, 105,485 of which vested on 12/07/18, 105,485 of which will vest on 12/07/19, and 105,486 of which will vest on 12/07/20. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 1,552.2719 dividend equivalent rights at $15.2900 per RSU credited to the reporting person's account on 07/03/19.
5. As previously reported, on 12/10/18 the reporting person was granted 348,318 RSUs, 116,106 of which will vest on each of 12/10/19, 12/10/20, and 12/10/21. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Issuer's common stock. Also included are 2,562.8368 dividend equivalent rights at $15.2900 per RSU credited to the reporting person's account on 07/03/19.

Reporting Owners

Reporting Owner Name / Address			Relationships
Director	10% Owner	Officer	Other
Neri Antonio F
C/O HEWLETT PACKARD ENTERPRISE COMPANY				President and CEO
6280 AMERICA CENTER
SAN JOSE, CA 95002
Signatures
Derek Windham as Attorney-in-Fact for Antonio F. Neri	9/17/2019
**Signature of Reporting Person			Date

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