--- schema_version: "secwatch.filing_event.v1" accession: "0001571996-23-000021" form_type: "8-K" ticker: "DELL" cik: "0001571996" company_name: "Dell Technologies Inc." filed_at: "2023-06-22T23:59:59+00:00" generated_at: "2026-06-13T19:01:53.584742+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # Dell stockholders approve 2023 Stock Incentive Plan with 50M new shares authorized ## Summary - 50,000,000 shares of Class C common stock authorized under the 2023 Stock Incentive Plan. - All seven Group I director nominees (incl. Michael S. Dell) elected; Ellen J. Kullman elected Group IV director. - PricewaterhouseCoopers ratified as independent auditor for FY ending Feb 2, 2024; 99.7% votes for. - Say-on-pay approved (99.8% votes for); frequency set at every 1 year until next required vote. - Plan includes stock options, restricted stock, RSUs, cash-denominated awards; replaces prior 2013 plan. ## SEC filing metadata - accession: 0001571996-23-000021 - form_type: 8-K - ticker: DELL - cik: 0001571996 - company_name: Dell Technologies Inc. - filed_at: 2023-06-22T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 5.02, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1571996/000157199623000021/0001571996-23-000021-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1571996/000157199623000021/dell-20230620.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001571996-23-000021 - JSON: https://secwatch.observer/filing/0001571996-23-000021.json - Plain text: https://secwatch.observer/filing/0001571996-23-000021.txt ## Key facts - Shareholder Votes Dell Technologies Inc. shareholders approved Approval of Dell Technologies Inc. 2023 Stock Incentive Plan at the 2023-06-20 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-06-20 source text: The holders of the outstanding shares of all outstanding series of the Company’s common stock, voting together as a single class, approved the Dell Technologies Inc. 2023 Stock Incentive Plan, based on the following number of votes: evidence_url: https://www.sec.gov/Archives/edgar/data/1571996/000157199623000021/0001571996-23-000021-index.htm - Shareholder Votes Dell Technologies Inc. shareholders approved Advisory vote on compensation of named executive officers at the 2023-06-20 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-06-20 source text: The holders of the outstanding shares of all outstanding series of the Company’s common stock, voting together as a single class, approved, by an advisory vote, the compensation of the Company’s named executive officers as disclosed in the 2023 proxy statement, based on the following numbers of votes: evidence_url: https://www.sec.gov/Archives/edgar/data/1571996/000157199623000021/0001571996-23-000021-index.htm - Shareholder Votes Dell Technologies Inc. shareholders approved Advisory vote on frequency of say-on-pay votes at the 2023-06-20 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-06-20 source text: The holders of the outstanding shares of all outstanding series of the Company’s common stock, voting together as a single class, designated, by an advisory vote, “every 1 year” as the frequency with which the Company should hold an advisory vote by stockholders to approve the compensation of the Company’s named executive officers, based on the following numbers of votes: evidence_url: https://www.sec.gov/Archives/edgar/data/1571996/000157199623000021/0001571996-23-000021-index.htm - Shareholder Votes Dell Technologies Inc. shareholders approved Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm at the 2023-06-20 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-06-20 source text: The holders of the outstanding shares of all outstanding series of the Company’s common stock, voting together as a single class, ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending February 2, 2024, based on the following numbers of votes: evidence_url: https://www.sec.gov/Archives/edgar/data/1571996/000157199623000021/0001571996-23-000021-index.htm - Shareholder Votes Dell Technologies Inc. shareholders approved Election of Directors (Group I and Group IV nominees) at the 2023-06-20 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-06-20 source text: The holders of the outstanding shares of all outstanding series of the Company’s common stock, voting together as a single class, elected to the Board of Directors of the Company each of the seven nominees for Group I director, and the holders of the Company’s outstanding Class C common stock, voting separately as a series, elected to the Board of Directors of the Company the nominee for Group IV director, each as specified in the proxy statement, based on the following numbers of votes: evidence_url: https://www.sec.gov/Archives/edgar/data/1571996/000157199623000021/0001571996-23-000021-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.