Item 2.02 Results of Operations and Financial Condition. On February 27, 2020, VMware issued a press release announcing its financial results for the quarter and year ended January 31, 2020 ("Press Release"). The Press Release, which includes information regarding VMware's use of non-GAAP financial measures, is attached hereto as Exhibit 99.1 and is incorporated by reference herein. The information in this Item 2.02 and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act ") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 7.01 Regulation FD Disclosure. On February 27, 2020, VMware also made available slides for its fourth quarter and full year fiscal 2020 earnings conference call conducted the same day on its investor relations webpage at ir.vmware.com, which are attached hereto as Exhibit 99.2 and are incorporated by reference herein.

The information in this Item 7.01 and Exhibit 99.2 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 8.01 Other Events.

In December 2019, the staff of the Enforcement Division of the Securities and Exchange Commission ("SEC") requested documents and information related to VMware's backlog and associated accounting and disclosures. VMware is fully cooperating with the SEC's investigation and is unable to predict the outcome of this matter at this time.




Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1   Press release of VMware, Inc. announcing financial results dated February
27, 2020
99.2   VMware Q4 & FY20 Earnings Conference Call Without FY21 Guidance slides
dated February 27, 2020

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