0001209191-19-017076 4 1 20190301 20190305 20190305 GELSINGER PATRICK P 0001316331 4 34 001-33622 19660690 VMWARE, INC. 3401 HILLVIEW AVENUE PALO ALTO CA 94304 VMWARE, INC. 0001124610 7372 943292913 DE 0201 3401 HILLVIEW AVENUE PALO ALTO CA 94304 (650) 427-5000 3401 HILLVIEW AVENUE PALO ALTO CA 94304 VMWARE INC 20000923 4 1 doc4.xml FORM 4 SUBMISSION FORM 4 OMB APPROVAL [ ] Check this OMB Number: box if no longer UNITED STATES SECURITIES AND EXCHANGE COMMISSION 3235-0287 subject to Washington, D.C. 20549 Estimated Section 16. Form STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF average burden 4 or Form 5 SECURITIES hours per obligations may response... 0.5 continue. See Instruction 1(b). Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 1. Name and Address of Reporting 2. Issuer Name and Ticker 5. Relationship of Person * or Trading Symbol Reporting Person(s) to GELSINGER PATRICK P VMWARE, INC. [ VMW ] Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title (Last) (First) (Middle) 3. Date of Earliest below) _____ Other 3401 HILLVIEW AVENUE Transaction (MM/DD/YYYY) (specify below) 3/1/2019 Chief Executive Officer (Street) 4. If Amendment, Date 6. Individual or PALO ALTO, CA 94304 Original Filed Joint/Group Filing (Check (City) (State) (Zip) (MM/DD/YYYY) Applicable Line) _X _ Form filed by One Reporting Person ___ 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. 3. Trans. Code 4. Securities Acquired (A) or Disposed 5. Amount of 6. Ownership 7. Nature of (Instr. 3) Deemed (Instr. 8) of (D) Securities Form: Direct (D) Indirect Execution (Instr. 3, 4 and 5) Beneficially or Indirect (I) Beneficial Date, if Owned Following (Instr. 4) Ownership (Instr. any Reported 4) Transaction(s) (A) (Instr. 3 and 4) or Code V Amount (D) Price Class A Common Stock 3/1/2019 M (1) 21086 A $69.81 277920 D Class A Common Stock 3/1/2019 S (1) 1500 D $176.52 (2) (3) 276420 D Class A Common Stock 3/1/2019 S (1) 4452 D $177.62 (2) (4) 271968 D Class A Common Stock 3/1/2019 S (1) 7477 D $178.55 (2) (5) 264491 D Class A Common Stock 3/1/2019 S (1) 4792 D $179.51 (2) (6) 259699 D Class A Common Stock 3/1/2019 S (1) 1965 D $180.51 (2) (7) 257734 D Class A Common Stock 3/1/2019 S (1) 900 D $181.61 (2) (8) 256834 D Class A Common Stock 3/1/2019 F (9) 15890 D $178.20 241015 (10) D Class A Common Stock 151869 I by GRAT Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 1. Title of 2. 3. Trans. Date 3A. 4. Trans. Code 5. Number of 6. Date Exercisable 7. Title and Amount of 8. Price 9. Number of 10. 11. Nature Derivate Security Conversion Deemed (Instr. 8) Derivative and Expiration Date Securities Underlying of derivative Ownership of (Instr. 3) or Execution Securities Acquired Derivative Security Derivative Securities Form of Indirect Exercise Date, if (A) or Disposed of (Instr. 3 and 4) Security Beneficially Derivative Beneficial Price of any (D) (Instr. 5) Owned Security: Ownership Derivative (Instr. 3, 4 and 5) Following Direct (D) (Instr. 4) Security Reported or Transaction(s) Indirect Date Expiration Amount or (Instr. 4) (I) Exercisable Date Title Number of (Instr. 4) Code V (A) (D) Shares Stock Option Class A (right-to-buy) $69.81 3/1/2019 M (1) 21086 (11) 7/25/2020 Common 21086 $0.00 0 D Stock Explanation of Responses: (1) This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. (2) The reporting person will provide upon request by the Securities and Exchange Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. (3) Price represents weighted average for sales reported. The range of prices for the sales reported is $175.93. through $176.91. (4) Price represents weighted average for sales reported. The range of prices for the sales reported is $177.05 through $178.04 (5) Price represents weighted average for sales reported. The range of prices for the sales reported is $178.06 through $179.02. (6) Price represents weighted average for sales reported. The range of prices for the sales reported is $179.07 through $180.05. (7) Price represents weighted average for sales reported. The range of prices for the sales reported is $180.07 through $181.00 (8) Price represents weighted average for sales reported. The range of prices for the sales reported is $181.12 through $182.05. (9) Shares withheld by VMware, Inc. to satisfy taxes payable in connection with the vesting of previously awarded restricted stock units. (10) 71 shares were acquired under the VMware, Inc. Employee Stock Purchase Plan on February 28, 2019. (11) The option is fully vested. Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other GELSINGER PATRICK P 3401 HILLVIEW AVENUE X Chief Executive Officer PALO ALTO, CA 94304 Signatures Larry Wainblat, attorney-in-fact 3/5/2019 ** Signature of Reporting Person Date Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instruction 4(b)(v). ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. 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