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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
January 10, 2023
Date of Report (Date of Earliest Event Reported)
HEWLETT PACKARD ENTERPRISE COMPANY
(Exact name of registrant as specified in its charter)
Delaware001-3748347-3298624
(State or other jurisdiction
of incorporation)
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
1701 East Mossy Oaks Road,Spring,TX77389
 (Address of principal executive offices)
(Zip code)

(678)259-9860
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.01 per shareHPENYSE
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

Effective as of January 10, 2023, the Board of Directors (the “Board”) of Hewlett Packard Enterprise Company (“Hewlett Packard Enterprise”) has appointed Frank A. D'Amelio, the former Executive Vice President and CFO of Pfizer Inc., a research-based global biopharmaceutical company, to serve as a director of Hewlett Packard Enterprise. In addition, Mr. D'Amelio was appointed to serve as a member the Audit Committee of the Board, effective as of the same date.

In consideration of his service during the remainder of the current Hewlett Packard Enterprise board year, Mr. D'Amelio will receive pro-rata portions of the annual equity and cash retainers that are provided under the non-employee director compensation arrangements generally applicable to all Hewlett Packard Enterprise non-employee directors (the “Director Compensation Program”). Thereafter, he will participate in full in the Director Compensation Program.

Mr. D'Amelio does not have any family relationships with any executive officer or director of Hewlett Packard Enterprise or its affiliates. He is not a party to any transaction requiring disclosure under Item 404(a) of Regulation S-K.

A copy of the press release announcing these events is furnished as Exhibit 99.1 to this Form 8-K.

Forward-looking statements.
This Form 8-K and the press release furnished herewith contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, the results of Hewlett Packard Enterprise Company and its consolidated subsidiaries ("Hewlett Packard Enterprise") may differ materially from those expressed or implied by such forward-looking statements and assumptions. The words “believe,” “expect,” “anticipate,” “intend,” “will,” "may," and similar expressions are intended to identify such forward-looking statements. If the risks or uncertainties ever materialize or the assumptions prove incorrect, the results of HPE may differ materially from those expressed or implied by such forward-looking statements and assumptions. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including but not limited to any projections of financial performance, plans, strategies and objectives of management for future operations or performance. Risks, uncertainties and assumptions include those that are described in HPE’s Annual Report on Form 10-K for the fiscal year ended October 31, 2022, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and that are otherwise described or updated from time to time in Hewlett Packard Enterprise’s Securities and Exchange Commission reports. Hewlett Packard Enterprise assumes no obligation and does not intend to update these forward-looking statements, except as required by applicable law.


Item 9.01Financial Statements and Exhibits.
Exhibit NumberDescription


SIGNATURE
        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HEWLETT PACKARD ENTERPRISE COMPANY
DATE: January 10, 2023By: /s/ RISHI VARMA
Name:Rishi Varma
Title:Senior Vice President, General Counsel
and Corporate Secretary 


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Hewlett Packard Enterprise
1701 E. Mossy Oaks Road
Spring, TX 77389

hpe.com

News Release
Hewlett Packard Enterprise names Frank D’Amelio, former CFO of Pfizer Inc., to Board of Directors
D’Amelio joins HPE Board with more than 40 years of leadership experience across finance and operations

HOUSTON, Texas – January 10, 2023 – Hewlett Packard Enterprise (NYSE: HPE) today announced that Frank D’Amelio, former executive vice president and CFO of Pfizer Inc., has been appointed to HPE’s Board of Directors, effective today. D’Amelio will also serve as a member of the Board’s Audit Committee. 
 
D’Amelio’s expertise and proven leadership in finance, corporate development, and operations across multiple industries will bring additional valuable perspective to the Board, and his experience managing IT will lend a relevant customer lens to his insights.  
 
“Frank has an impressive track record of driving a strategic vision for companies’ financial success and guiding large-scale transformations,” said Patricia Russo, chair of the Board of Directors, Hewlett Packard Enterprise. “HPE will benefit from his executive leadership experience and deep expertise across finance, corporate development, operations, IT, and supply chain as the company continues to drive performance and increase market differentiation.” 
 
D’Amelio is a distinguished leader who has been regularly named one of America’s top CFOs. During his tenure as CFO at Pfizer, he was instrumental in leading a multi-year transformation and increased the company’s market capitalization by approximately $165 billion. In addition to his role as CFO at Pfizer, D’Amelio was also responsible for Global Supply from 2018 to 2021, which included the manufacturing and distribution of the COVID-19 vaccine. 
 
Prior to joining the healthcare sector at Pfizer, D’Amelio worked in senior executive roles in the communications industry, including serving as Chief Operating Officer, Chief Administrative Officer, and Chief Financial Officer during his tenure at Lucent Technologies, Inc., which merged with Alcatel S.A. in 2006 to form Alcatel-Lucent.
 
“HPE’s differentiated edge-to-cloud strategy and portfolio are well-positioned to meet the needs of customers and continue to propel the company’s transformation and success,” D’Amelio said. “I am delighted to join the Board during this exciting period as HPE accelerates its leadership.”
 
D’Amelio also currently serves as a board director for Humana, Inc. and Zoetis, Inc.

About Hewlett Packard Enterprise
Hewlett Packard Enterprise (NYSE: HPE) is the global edge-to-cloud company that helps organizations accelerate outcomes by unlocking value from all of their data, everywhere. Built on decades of reimagining the future and innovating to advance the way people live and work, HPE delivers unique, open and intelligent technology solutions as a service.  With offerings spanning Cloud Services, Compute, High Performance Computing & AI, Intelligent Edge, Software, and Storage, HPE provides a consistent experience across all clouds and edges, helping customers


develop new business models, engage in new ways, and increase operational performance. For more information, visit: www.hpe.com.

Forward-looking Statement
This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, the results of Hewlett Packard Enterprise Company and its consolidated subsidiaries ("Hewlett Packard Enterprise") may differ materially from those expressed or implied by such forward-looking statements and assumptions. The words “believe,” “expect,” “anticipate,” “intend,” “will,” "may," and similar expressions are intended to identify such forward-looking statements. If the risks or uncertainties ever materialize or the assumptions prove incorrect, the results of HPE may differ materially from those expressed or implied by such forward-looking statements and assumptions. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including but not limited to any projections of financial performance, plans, strategies and objectives of management for future operations or performance. Risks, uncertainties and assumptions include those that are described in HPE’s Annual Report on Form 10-K for the fiscal year ended October 31, 2022, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and that are otherwise described or updated from time to time in Hewlett Packard Enterprise’s Securities and Exchange Commission reports. Hewlett Packard Enterprise assumes no obligation and does not intend to update these forward-looking statements, except as required by applicable law.

Editorial Contact:
Slgi Jolissaint
slgi.jolissaint@hpe.com