Every material Form 8-K Hewlett Packard Enterprise has filed with the SEC since July 02, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Hewlett Packard Enterprise's board approved a cash dividend of $0.953125 per share on its 7.625% Series C Mandatory Convertible Preferred Stock. The dividend is payable December 1, 2026, to holders of record as of November 15, 2026. The filing is a routine declaration on a preferred security and contains no financial results or guidance.
Dividend amount: $0.953125 per share on the 7.625% Series C Mandatory Convertible Preferred Stock
Record date: November 15, 2026; payment date: December 1, 2026
Declaration remains at the Board's discretion and must come from legally available sources
HPE reported fiscal third-quarter 2026 revenue of $12.2 billion, up 34% from a year earlier, with GAAP diluted EPS of $1.06 versus $0.21 a year earlier, both above its prior outlook. The company raised its full-year fiscal 2026 and fiscal 2027 outlooks and declared a quarterly dividend of $0.1425 per share, which matters to shareholders because it signals higher expected earnings and cash flow.
Q3 revenue was $12.2 billion, up 34%. Non-GAAP diluted EPS was $1.11, above the $0.88 to $0.93 outlook range.
Full-year fiscal 2026 GAAP diluted EPS outlook was raised to $2.93 to $3.03, and non-GAAP EPS to $3.75 to $3.85.
Free cash flow for fiscal 2026 is now expected to be at least $3.75 billion, and at least $5.0 billion for fiscal 2027.
Quarterly dividend of $0.1425 per share is payable October 16, 2026, to holders of record on September 17, 2026.
Hewlett Packard Enterprise's Board appointed David I. Goulden as a director effective July 24, 2026, and placed him on the Finance and Investment Committee and the HR and Compensation Committee. Goulden most recently served as Executive Vice President and Chief Financial Officer of Booking Holdings Inc., and previously held senior roles at EMC Corporation, the filing says. The change adds a director with finance and M&A experience, but it does not report any change in HPE's financial results or outlook.
Appointed to the Board effective July 24, 2026, and named to the Finance and Investment Committee and the HR and Compensation Committee.
Most recently Executive Vice President and Chief Financial Officer of Booking Holdings Inc.
Previously Chief Financial Officer, Chief Operating Officer and Chief Executive Officer of EMC's Information Infrastructure business, and later President of the combined company's Infrastructure Solutions Group.
Receives pro-rata annual equity and cash retainers for the rest of the current board year under the standard non-employee director compensation program, then participates in full.
HPE reported fiscal second-quarter revenue of $10.7 billion, up 40% from a year earlier, and GAAP diluted EPS of $0.44, above its outlook range of $0.09 to $0.13. It raised its fiscal 2026 non-GAAP diluted EPS range to $3.35 to $3.45 and introduced a fiscal 2027 growth framework, and it appointed Christopher P. Hsu to its board under the Elliott cooperation agreement. The company also completed the sale of its H3C stake for approximately $370.4 million and declared a $0.1425 quarterly dividend.
Q2 revenue of $10.7 billion, up 40%; GAAP diluted EPS of $0.44 and non-GAAP diluted EPS of $0.79, both above outlook
Fiscal 2026 non-GAAP diluted EPS raised to $3.35 to $3.45; free cash flow now expected to be at least $3.5 billion
Fiscal 2027 framework: revenue growth of 8% to 12% and non-GAAP diluted EPS growth of 12% to 16%
Quarterly dividend of $0.1425 per share payable July 15, 2026, to holders of record on June 16, 2026
At its April 1, 2026 annual meeting, Hewlett Packard Enterprise's stockholders approved Amendment No. 5 to the 2021 Stock Incentive Plan, which increases the shares reserved for issuance by 22 million. The filing also shows all 12 director nominees were elected and Ernst & Young LLP was ratified as auditor for the fiscal year ending October 31, 2026, so the vote expands the equity pool that could dilute existing holders over time.
Amendment No. 5 adds 22 million (22,000,000) shares to the 2021 Stock Incentive Plan; votes were 757,960,873 for and 247,372,667 against.
Stockholders elected 12 directors, including Antonio F. Neri with 999,472,441 votes for and 6,088,334 against.
Ernst & Young LLP was ratified as independent registered public accounting firm with 1,143,409,866 votes for and 18,711,455 against.
HPE reported fiscal first-quarter 2026 revenue of $9.3 billion, up 18% from a year earlier, with non-GAAP diluted EPS of $0.65, up $0.16. GAAP diluted EPS was $0.31, down $0.13 from the prior-year period. The company raised its fiscal 2026 non-GAAP diluted EPS outlook to $2.30 to $2.50 and its GAAP outlook to $1.02 to $1.22, which matters to shareholders because it signals higher expected profit for the full year.
Q1 revenue was $9.3 billion, up 18% from the prior-year period; Networking revenue was $2.7 billion, up 151.5%
Non-GAAP diluted EPS was $0.65, up $0.16 year over year; GAAP diluted EPS was $0.31, down $0.13
Fiscal 2026 outlook raised: non-GAAP diluted EPS $2.30 to $2.50, GAAP diluted EPS $1.02 to $1.22, free cash flow at least $2.0 billion
Quarterly dividend of $0.1425 per share, payable April 23, 2026 to holders of record as of March 24, 2026
Hewlett Packard Enterprise disclosed that director Raymond E. Ozzie does not intend to seek re-election at its 2026 Annual Meeting of Stockholders. His board term will end when his current term expires at that meeting, which is expected to be held on April 1, 2026. The filing gives no reason for his decision and does not name a replacement.
Director Raymond E. Ozzie will not stand for re-election at the 2026 Annual Meeting of Stockholders.
His term ends at the 2026 Annual Meeting, expected to be held on April 1, 2026.
The filing states Ozzie notified the board on February 3, 2025; the 8-K itself is dated February 6, 2026.
Hewlett Packard Enterprise reported fiscal fourth-quarter 2025 revenue of $9.7 billion, up 14% from a year earlier, and non-GAAP diluted EPS of $0.62, above its $0.56 to $0.60 outlook. GAAP diluted EPS fell to $0.11 and the company recorded an operating loss of $8 million, including $260 million in impairment charges. HPE raised its fiscal 2026 non-GAAP EPS guidance to $2.25 to $2.45 and declared a $0.1425 quarterly dividend.
Q4 revenue was $9.7 billion, up 14%; GAAP gross margin was 33.5% and non-GAAP gross margin was 36.4%
Non-GAAP diluted EPS was $0.62 versus $0.56 to $0.60 outlook; GAAP diluted EPS was $0.11, down $0.88 year over year
FY26 GAAP diluted EPS guidance raised to $0.62 to $0.82; non-GAAP diluted EPS raised to $2.25 to $2.45
Quarterly dividend of $0.1425 per share payable on or about January 16, 2026, to holders of record on December 19, 2025
On November 28, 2025, HPE subsidiary H3C Holdings agreed to sell a 9% share of H3C Technologies to three Chinese counterparties for approximately $643 million in cash. The sales depend on Chinese government approvals and other conditions, and either side can terminate if they are not met by the Long Stop Date, so closing is not assured.
Share purchase agreements dated November 28, 2025, with UNIS, Hefei Huaxin Mingzhu Equity Investment Partnership L.P., and Ningbo Yongning Yinshu Venture Capital Partnership.
Aggregate cash consideration of approximately $643 million for 9% of H3C's total issued share capital.
Closing requires Chinese governmental approvals and, for the UNIS agreement, approval by shareholders of Unisplendour Corporation Limited.
Either party may terminate if conditions are not satisfied by the Long Stop Date, 180 days after November 28, 2025, which may be extended once by up to 30 days.
Hewlett Packard Enterprise's subsidiary H3C Holdings agreed on November 17, 2025 to sell an aggregate 10% of H3C Technologies' share capital to five Chinese counterparties for cash of approximately $714 million. The sales are subject to conditions including Chinese government approvals and can be terminated if not completed by the Long Stop Date, 180 days after November 17, 2025, subject to one possible 30-day extension. The filing says HPE intends to dispose of the remaining 9% of H3C as well, which would give investors a clearer view of the stake's eventual value and the cash it may return.
Five share purchase agreements to sell 10% of H3C's total issued share capital for cash of approximately $714 million
Counterparties include Unisplendour International Technology Limited (UNIS) and four buyers formed by China Cinda, China CITIC, China Merchants Capital and China Great Wall
Closing depends on Chinese government approvals; Long Stop Date is 180 days after November 17, 2025, extendable once by up to 30 days
HPE intends to dispose of the remaining 9% of H3C held by H3C Holdings, via put option or direct sale
On November 10, 2025, HPE's HR and Compensation Committee raised the non-GAAP net income growth targets for performance-adjusted restricted stock units (PARSUs) for fiscal 2025 through fiscal 2027, reflecting the expected profit contribution from the Juniper Networks acquisition. The company said the change means executive payouts for affected fiscal 2023 to 2025 PARSUs will not be greater than they would have been without the modification.
Change approved November 10, 2025 by the HR and Compensation Committee
Target non-GAAP net income growth goals raised for fiscal 2025, 2026 and 2027, with threshold and maximum goals adjusted proportionally
Reason given: expected profit contribution from the Juniper Networks, Inc. acquisition
Filing states payouts for affected fiscal 2023 to 2025 PARSUs will not exceed prior-plan levels; all other award terms unchanged
On October 15, 2025, HPE hosted its Securities Analyst Meeting and gave fiscal 2026 guidance, including revenue growth of 5% to 10% and non-GAAP diluted EPS of $2.20 to $2.40. The board approved a $3 billion increase to the share repurchase program, which has no expiration date, and the company announced a 10% increase to its annual dividend, subject to board approval. The filing also reorganizes segments into Cloud & AI, Networking, and Corporate Investments and Other starting in fiscal 2026, and HPE estimates Juniper-related workforce reductions will cost approximately $240 million.
Fiscal 2026 guidance: revenue growth of 5% to 10%, non-GAAP diluted EPS of $2.20 to $2.40, GAAP diluted EPS of $0.57 to $0.77, and free cash flow of $1.5 billion to $2.0 billion
Share repurchase authorization increased by $3 billion to approximately $3.7 billion in total, with no expiration date
Annual dividend to increase 10% for fiscal 2026, subject to board approval
Juniper integration workforce reductions estimated to cost approximately $240 million
On September 19, 2025, HPE's HR and Compensation Committee raised the target goal levels for the company financial metrics in its fiscal 2025 annual incentive program for executive officers. The change reflects the Juniper Networks acquisition and about four months of fiscal 2025 operating as a combined company, and it includes an adjustment to the ARR target to match a new ARR calculation. The filing says all other incentive program terms are unchanged.
Committee action taken on September 19, 2025, changing financial performance targets only
Fiscal 2025 payouts are 80% based on HPE financial performance and 20% on individual management by objective goals
ARR now includes software license support and maintenance revenue, aligning with Juniper Networks' approach
All other annual incentive program terms remain unchanged
HPE reported fiscal third-quarter 2025 results for the quarter ended July 31, 2025, with revenue of $9.1 billion, up 19% from a year earlier. The quarter included Juniper Networks results from its July 2, 2025 acquisition close. Per-share profit fell: GAAP diluted EPS was $0.21 versus $0.38 a year earlier, and non-GAAP diluted EPS was $0.44 versus $0.50.
Revenue of $9.1 billion, up 19% from the prior-year quarter; Networking revenue of $1.7 billion, up 54%
GAAP diluted EPS of $0.21, down $0.17 from the prior-year quarter; non-GAAP diluted EPS of $0.44, down $0.06
Fourth-quarter outlook: revenue of $9.7 billion to $10.1 billion and non-GAAP diluted EPS of $0.56 to $0.60
Quarterly dividend of $0.13 per share, with a September 18, 2025 record date and payment on or about October 17, 2025
Hewlett Packard Enterprise entered into a cooperation agreement with Elliott Investment Management on July 16, 2025. Under the agreement, Robert Calderoni was appointed to the board effective immediately and will chair a newly formed Strategy Committee that will review the company's strategy and opportunities for value creation. The agreement also lets Elliott appoint an employee to the board and includes standstill and voting commitments, which matter to shareholders because they shape board composition and oversight for the next year.
Robert Calderoni joined the board effective July 16, 2025, and chairs the new Strategy Committee.
Strategy Committee members are Calderoni, Raymond Lane, Charles Noski and Gary Reiner; Calderoni also joined the Integration Committee, formed after the Juniper Networks closing.
The agreement remains in effect until the first anniversary of its date, with Elliott's board rights tied to holding at least a 2% net long position.
Hewlett Packard Enterprise closed its acquisition of Juniper Networks, making Juniper a wholly owned subsidiary, after reaching a settlement with the U.S. Department of Justice that requires divesting HPE's Instant On business. The filing says the deal doubles the size of HPE's networking business, and HPE expects it to be accretive to non-GAAP EPS in year 1 after close.
Aggregate merger consideration paid to Juniper stockholders was approximately $13.4 billion, at $40.00 per share in cash.
HPE funded the deal with balance sheet cash, commercial paper, and term loan borrowings.
The June 28, 2025 DOJ settlement requires divestiture of HPE's Instant On business and an auction for non-exclusive licensing of Juniper's Mist AIOps source code.
Juniper shares ceased trading on the NYSE as of July 2, 2025.
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