Hewlett Packard Enterprise (HPE) 10-K risk factor changes: FY2024 vs FY2023

*You should carefully consider the following risks and other information in this Form 10-K in evaluating Hewlett Packard [removed: Enterprise and its common stock.][added: Enterprise.]

[removed: If] [added: - If] we cannot successfully execute our go-to-market strategy, including [added: offering] our [removed: ongoing transition to an aaS consumption-based business model,] [added: entire portfolio as-a-Service,] our business, operating results, and financial performance may [removed: suffer.][added: suffer.]

We [removed: continue our transition to an aaS company, to] provide our entire portfolio through a range of subscription and consumption-based, pay-per-use, and aaS offerings.

To successfully execute [removed: this strategy and transition,] [added: on these strategic pillars,] we must continue to improve cost [removed: structure,] [added: structures,] align sales coverage with strategic goals, improve channel [removed: execution] [added: execution,] and strengthen our capabilities in our areas of strategic focus, while continuing to pursue new product innovation that builds on our strategic [removed: capabilities in areas such as edge computing, hybrid cloud, artificial intelligence, data center networking, network security and high-performance compute.]

We must make sufficient long-term investments in strategic growth areas, such as developing, obtaining, and protecting appropriate intellectual [removed: property] [added: property,] and [removed: committing] [added: commit or transition] significant R&D and other resources before knowing whether our projections will reasonably reflect customer demand for our solutions.

Should such efforts fail to produce actionable insights, or our offerings not perform as designed or promised, [removed: we may be unable to manage or complete the transition successfully or in a timely manner, not realize all of the anticipated benefits of the transition (even if we complete it), and] our business results and financial condition may be adversely affected.

Furthermore, such incremental capital requirements may negatively impact cash flows in the near [removed: term,] [added: term] and may require us to dedicate additional resources, including sales and marketing costs.

The process of improving our HPE GreenLake [removed: edge-to-cloud platform’s aaS solutions and] [added: cloud offerings,] enhancing existing hardware, software, and cloud-based [removed: solutions is] [added: solutions, and developing and improving the systems necessary for new and evolving data-intensive artificial intelligence-based workloads are all] complex, costly, and uncertain, and any failure by us to anticipate customers’ changing needs and emerging technological trends accurately, to invest sufficiently in strategic growth areas, or to otherwise successfully execute this strategy could significantly harm our market share, results of operations, and financial performance.

Having developed a cloud platform product in HPE [removed: GreenLake,] [added: GreenLake and the hardware capabilities to support artificial intelligence computing,] we must be able to continue [added: integrating new features that are relevant] to [added: our customers and to] scale quickly, while also managing costs and preserving margins, which means accurately forecasting volumes, mixes of products, and configurations that meet customer requirements, which we may not succeed at doing.

[removed: Our HPE GreenLake edge-to-cloud platform faces] [added: These offerings face] competition from peer companies with their own cloud platform [added: and artificial intelligence computing] offerings, and any delay in the development, production, or marketing of a new product, [removed: service] [added: service,] or [removed: solution, including new features of the HPE GreenLake edge-to-cloud platform,] [added: solution] could result in our offerings being late to reach the market, which could [removed: further] harm our competitive position.

Furthermore, we anticipate needing to [removed: continually] adapt our go-to-market structure [added: from time to time] with new sales and marketing approaches, to better align with [removed: the software consumption-based] [added: aaS] business [removed: model.][added: models and to capture unique market opportunities, such as in hybrid cloud and artificial intelligence.]

There is no assurance that we will be able to [removed: successfully] implement these adjustments in a timely or cost-effective manner, or that we will be able to realize all or any of the expected benefits from them.

[removed: These] [added: Our HPE GreenLake] solutions generally are multiyear agreements, which result in recurring revenue streams over the term of the arrangement.

As customer demand for our [removed: software consumption-based] [added: aaS] offerings increases, we [added: have experienced, and] will [removed: experience] [added: continue to experience,] differences in the timing of revenue recognition between our traditional offerings (for which revenue is generally recognized at the time of delivery) and our aaS offerings (for which revenue is generally recognized ratably over the term of the arrangement).

Additionally, [removed: transition to] [added: implementing] this business model also means that our historical results, especially those from before the transition, may not be indicative of future results, which may adversely affect our ability to accurately forecast our future operating results.

[removed: Further, our software consumption] [added: Our aaS] offerings [added: also] could subject us to increased risk of liability related to the provision of services as well as operational, technical, [removed: legal] [added: legal, regulatory,] or other costs.

[added: Given the wide variety of solutions that we] offer, the large and diverse distribution of our suppliers and contract manufacturers, and the long lead times required to manufacture, assemble, and deliver certain solutions, problems have, from time to time in the past, arisen, and could in the future arise, in production, planning, and inventory management that could harm our business.

We have [removed: been experiencing] [added: in the past experienced, and may experience again in the future,] delays and shortages of certain components as a result of strong [removed: demand and capacity constraints caused by insufficient] [added: demand, supplier transitions, raw material or] capacity [removed: to meet unanticipated demand from emerging markets,] [added: constraints,] and other problems experienced by suppliers [removed: or problems faced during the transition] [added: in certain geographies and markets, resulting in insufficient supply] to [removed: new suppliers.][added: meet total market demand.]

Accordingly, our business and financial performance could suffer from a loss of time-sensitive sales, additional freight costs incurred, or the inability to pass [removed: on price increases to our customers.]

If we fail to anticipate customer demand properly, a temporary oversupply [removed: could] [added: can] result in excess or obsolete [removed: components,] [added: components (which has happened at times in the past),] which has at times adversely impacted and could in the future adversely impact our business and financial performance.

- [removed: *Single-source suppliers*.][added: Single-source suppliers.]

Although some of these attacks have caused disruptions or exposure of information, so far, these attacks have not resulted in material [added: negative] impacts to HPE, nor have any of HPE’s consumers, customers, or employees informed HPE that these [added: attacks resulted in material harm to them.]

It is [added: also] possible that [added: incidents may embolden other malicious actors to perpetrate] future attacks [added: that] may result in material misappropriation, system disruptions or shutdowns, malicious alteration, or destruction of our confidential or personal information or that of third parties.

Further, there has been an increase in the frequency and sophistication of such attacks, and we expect these activities to continue to [removed: increase.][added: increase, including malicious actors potentially leveraging AI to develop malicious code or sophisticated phishing attempts.]

Malicious parties [removed: also] may [added: also] be able to [added: otherwise] develop and deploy viruses, worms, ransomware, and other malicious software programs that attack our products or otherwise exploit any security vulnerabilities of our products, including within our cloud-based environments and [removed: offerings.][added: offerings, such that we may be unable to anticipate such malicious parties’ techniques, implement adequate preventative measures, or remediate any intrusion on a timely or effective basis even if our security measures are appropriate, reasonable, and comply with applicable legal requirements.]

Further, [removed: cyber-attacks] [added: cyberattacks] or incidents have in the past gone, and could in the future go, undetected in our environments for a period of [removed: time.][added: time, and we may discover additional impacts of earlier incidents that we believe were remediated.]

Given our broad and diverse network environment, resource limitations, and operational constraints, we have in the past failed, and may in the future fail, to patch certain security vulnerabilities in time to prevent successful disruptions of our infrastructure or [removed: expose] [added: exposure of] information.

Geopolitical tensions or conflicts, such as the ongoing conflicts between Russia and Ukraine or [removed: Israel and Hamas,] [added: in the Middle East,] may [removed: create a heightened] [added: heighten the] risk of such cyberattacks or exacerbate system vulnerabilities, considering our continued hybrid work [removed: environment.][added: environment and our globally dispersed operations, employees, contractors, suppliers, developers, partners, and other third parties.]

In addition, sophisticated hardware and operating system software and applications that we [removed: produce or] [added: produce,] procure [added: or integrate] from third [removed: parties] [added: parties, including those of companies we have acquired,] may contain defects in design or [removed: manufacture,] [added: manufacturing,] including flaws that could unexpectedly interfere with the operation of the system.

The costs associated with cybersecurity tools and infrastructure and [removed: fierce] competition for [removed: scarce] cybersecurity and IT talent have at times limited, and may in the future limit, our ability [added: and the ability of third parties on whom we rely] to efficiently identify, eliminate, or remediate cyber or other security vulnerabilities or problems or enact changes to minimize the attack surface of our network.

Furthermore, our [added: efforts, and the] efforts [added: of third parties on whom we rely,] to address these [removed: problems] [added: problems, at times, have not been, and] may [added: in the future] not be successful and could result in interruptions, delays, cessation of service, [added: compromise of sensitive information,] and loss of existing or potential [removed: customers that] [added: customers, any of which] may impede our sales, manufacturing, distribution or other critical functions.

Additional impacts from cybersecurity incidents could include [added: reimbursement of] remediation costs to our customers, suppliers, or distributors, such as liability for stolen assets or information, repairs of system damage, and incentives for continued business; lost revenue resulting from the unauthorized use of proprietary information or the failure to retain or attract business partners following an incident; increased insurance premiums; and damage to our competitiveness, stock price, and long-term shareholder value.

In addition, our business may process, store, and transmit customer data, including commercially [removed: sensitive and] [added: sensitive, government-related, and/or] personal data, subject to the European General Data Protection Regulation, [removed: the California Consumer Privacy Act,] [added: United Kingdom General Data Protection Regulation,] and [removed: other] [added: various U.S. state and foreign data security and] privacy [removed: laws] [added: laws, which give new data privacy rights to their residents] and [removed: regulations] [added: impose significant obligations] related to the handling of personal data.

With our business increasingly providing aaS offerings, malicious parties could target such services, potentially resulting in an increased risk of compromise of customer [added: or employee] data [removed: and] [added: resulting in] regulatory exposure.

Incidents involving our cyber or physical security measures or the accidental loss, inadvertent disclosure, or unapproved dissemination of proprietary information, intellectual property, or sensitive, confidential, or personal data about us, our clients, or our customers, including the potential loss or disclosure of such data as a result of [removed: fraud, trickery,] [added: fraud] or other forms of deception, could expose us, our customers, or the individuals affected to a risk of loss or misuse of this information; result in regulatory fines, litigation, and potential liability for us; damage our brand and reputation; or otherwise harm our business.

Additionally, we have at times experienced, and may experience, other security issues that are not [added: the] results of any action or attack from malicious parties, whether due to employee or insider error or malfeasance, system errors or vulnerabilities in our or other parties’ systems.

[removed: We] [added: As our IT environment continues to evolve, we have, at times, been unsuccessful, and] may [removed: not] [added: in the future] be [removed: successful] [added: unsuccessful,] in [added: adopting or] implementing new systems and transitioning data, which could cause business disruptions and be more expensive, time-consuming, disruptive, and resource intensive.

Furthermore, our data centers depend on predictable and reliable energy and networking capabilities, the cost or availability of which could be adversely affected or [removed: disrupted by a variety of factors, including but not limited to the effects of climate change.]

While we seek to identify and remediate vulnerabilities in our products, services, IT systems, controls, and software that could be exploited by any malicious parties, we may not be aware of all such vulnerabilities, and we have at times failed, and may fail, to anticipate, detect, identify, and/or remediate such vulnerabilities before they are [removed: exploited.][added: exploited or such vulnerabilities may persist after issuing security patches because system software updates may occur asynchronously across our customer base.]

Our worldwide operations and supply chain could be disrupted by natural or human-induced disasters including, but not limited to, earthquakes; tsunamis; floods; hurricanes, cyclones or typhoons; fires; other extreme weather conditions; power or [added: water shortages; telecommunications failures; materials scarcity and price volatility; terrorist acts, civil unrest, conflicts or wars; and health epidemics or pandemics.]

Risk Factors Summary

The following is a summary of the principal risks that could adversely affect our business, operations, and financial results.

- We depend on third-party suppliers, and our financial results could suffer if we fail to manage our supplier relationships properly.

- System security risks, data protection incidents, cyberattacks and systems integration issues could disrupt our internal operations or IT services provided to customers, and any such disruption could reduce our revenue, increase our expenses, damage our reputation, and adversely affect our stock price.

- Business disruptions could seriously harm our future revenue and financial condition and increase our costs and expenses.

- Failure to complete the Merger with Juniper Networks may adversely affect our business and our stock price.

- Failure to realize the benefits expected from the Merger with Juniper Networks could adversely affect our business or our stock price.

- If we cannot continue to produce quality products and services, our reputation, business, and financial performance may suffer.

- In order to be successful, we must attract, retain, train, motivate, develop, and transition key employees, and failure to do so could seriously harm us.

- If we fail to manage the distribution of our products and services properly, our business and financial performance could suffer.

- Changes in the macroeconomic environment have, at times, impacted and may in the future negatively impact our results of operations.

- We operate in an intensely competitive industry, and competitive pressures could harm our business and financial performance.

- Due to the international nature of our business, political or economic changes and the laws and regulatory regimes applying to international transactions or other factors could harm our future revenue, costs and expenses, and financial condition.

- We are exposed to fluctuations in foreign currency exchange rates.

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- Our financial performance may suffer if we cannot continue to develop, license, or enforce the intellectual property rights on which our businesses depend.

- Our products and services depend in part on intellectual property and technology licensed from third parties.

- Third-party claims of intellectual property infringement, including patent infringement, are commonplace in our industry and successful third-party claims may limit or disrupt our ability to sell our products and services.

- Our debt obligations may adversely affect our business and our ability to meet our obligations and pay dividends.

- The revenue and profitability of our operations have historically varied, which makes our future financial results less predictable.

- Our uneven sales cycle and supply chain disruptions make planning and inventory management difficult and future financial results less predictable.

- We make estimates and assumptions in connection with the preparation of our Consolidated Financial Statements and any changes to those estimates and assumptions could adversely affect our results of operations.

- Declaration, payment and amounts of dividends, if any, to holders of our shares will be uncertain.

- Our business is subject to various federal, state, local and foreign laws and regulations that could result in costs or other sanctions that adversely affect our business and results of operations.

- Contracts with federal, state, provincial, and local governments are subject to a number of challenges and risks that may adversely impact our business.

- Unanticipated changes in our tax provisions, the adoption of new tax legislation or exposure to additional tax liabilities could affect our financial performance.

- The stock distribution in either or both of the completed separations of our former Enterprise Services business and our former Software segment could result in significant tax liability, and DXC Technology Company or Micro Focus International plc (as applicable) may in certain cases be obligated to indemnify us for any such tax liability imposed on us.

- We continue to face a number of risks related to our separation from HP Inc., our former parent, including those associated with ongoing indemnification obligations, which could adversely affect our financial condition and results of operations, and shared use of certain intellectual property rights, which could in the future adversely impact our reputation.

- Our stock price has fluctuated and may continue to fluctuate, which may make future prices of our stock difficult to predict.

For a more complete discussion of the material risks facing our business, see below.

Business and Operational Risks

If we cannot successfully execute our go-to-market strategy, including offering our entire portfolio as-a-Service, our business, operating results, and financial performance may suffer.

Furthermore, subject to our anticipated consummation of the acquisition of Juniper Networks, Inc. (“Juniper Networks”) (the “Merger”), we will seek to offer secure, unified cloud- and AI-native networking to enhance innovation across edge to cloud.

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capabilities in areas such as edge computing, hybrid cloud, artificial intelligence, data center networking, network security, and high-performance compute.

In addition, should we successfully consummate the Merger, the process of integrating and streamlining our offerings (including integrating Juniper Networks’ offerings with ours) or developing new solutions based on our respective technological portfolios may be complex, costly, time-consuming, and uncertain, and failure by us to successfully do so could adversely impact our future results of operations and financial performance.

- Component shortages.

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on price increases to our customers.

- Excess supply.

Further, these contracts allow customers to take actions, such as requesting rate reductions, reducing the use of our services and solutions or terminating a contract early, which may adversely affect our recurring revenue and profitability.

Given the wide variety of solutions that we

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- *Component shortages*.

Though we have seen easing of industry-wide supply constraints, we expect discreet constraints to continue, the duration of which remains uncertain.

- *Excess supply*.

- *Contractual terms*.

- *Contingent workers*.

attacks resulted in material harm to them.

water shortages; telecommunications failures; materials scarcity and price volatility; terrorist acts, civil unrest, conflicts or wars; and health epidemics or pandemics.

For example, among other acquisitions and subsequent integrations, in June 2023, we acquired Athonet, a private cellular network technology provider, in May 2023, we acquired OpsRamp, Inc., an IT operations management company, in March 2023, we acquired Axis Security, a cloud security provider, in September 2020, we acquired Silver Peak Systems, Inc., an SD-WAN industry leader and in September 2019, we acquired Cray Inc., a global supercomputer leader.

In April 2017 and September 2017, we spun off our Enterprise Services and Software businesses, respectively.

Our reliance upon indirect distribution methods may reduce our visibility into demand and pricing trends and issues, and therefore make forecasting more difficult.

We also may have limited ability to estimate future product rebate redemptions in order to price our products effectively.

term financial performance that make the future value of those awards uncertain.

Further, dependence on AI without adequate safeguards to make certain

For example, our Storage business unit is experiencing the effects of a market transition towards software defined and public cloud, which has led to a decline in demand for our traditional storage products.

For example, in response to increasing inflation, the U.S. Federal Reserve, along with central banks around the world, have been raising interest rates, signaled expectations of additional rate increases, and have indicated these rates may remain higher for longer.

Such

Similarly, changes in regulations relating to exports could prevent us from exporting products to certain locations or customers entirely.

Any loss of or limitations on their output or their inability to operate

refuse to license us on terms equally favorable to those granted to our competitors.

Recent quantitative tightening by the U.S. Federal Reserve, along with other central banks around the world, have affected, and may continue to affect, our short-term ability to incur debt at reasonable prices, or our desire to incur debt at all.

across our portfolio of offerings.

Additionally, customer acceptances of delivered orders and the timing thereof can be uneven across our portfolio and can impact our ability to recognize revenue.

In addition, other ESG-related laws, regulations, treaties, and similar initiatives and programs are being proposed, adopted, and implemented throughout the world (including, but not limited to the EU Corporate Sustainability Reporting Directive, the EU Taxonomy, and the proposed EU Corporate Sustainability Due Diligence Directive).

In particular, we face an increasingly complex regulatory environment as we adjust to new and future requirements relating to the security of our offerings.

In December 2022, the EU member states adopted a directive that implements the Pillar Two framework, which is expected to be enacted into the national laws of the EU member states by December 31, 2023.

Certain countries in which we operate have enacted legislation to adopt the Pillar Two framework (e.g., United Kingdom and Korea), and several other countries are also considering changes to their tax laws to implement this framework.

The first component of the Pillar Two framework is expected to be effective for us in fiscal 2025 with a second component expected to be effective in fiscal 2026.

When and how this framework is adopted or enacted by the various countries in which we do business could increase tax complexity and uncertainty and may adversely affect our provision for income taxes in the U.S. and non-U.S. jurisdictions.

On August 16, 2022, the U.S. government enacted the Inflation Reduction Act of 2022 (the “Inflation Reduction Act”) into law, which includes a new corporate alternative minimum tax (the “Corporate AMT”), beginning in fiscal 2024, of 15% on the adjusted financial statement income (“AFSI”) of corporations with average AFSI exceeding $1.0 billion over a three-year period.

We expect U.S. cash tax to increase in the short term as a result of the Corporate AMT but do not expect the effective tax rate to be impacted as the Corporate AMT is expected to be recovered as a credit in future years.

the Code, in general, we would recognize taxable gain as if we had sold the stock of Everett SpinCo or Seattle SpinCo, as applicable, in a taxable sale for its fair market value, and our stockholders who receive Everett SpinCo shares or Seattle SpinCo shares in the relevant distribution would be subject to tax as if they had received a taxable distribution equal to the fair market value of such shares.

Under the tax matters agreements entered into by us with Everett SpinCo and CSC, and with Seattle SpinCo and Micro Focus, Everett SpinCo and Seattle SpinCo generally would be required to indemnify us for any taxes resulting from the relevant separation (and any related costs and other damages) to the extent such amounts resulted from (i) certain actions taken by, or acquisitions of capital stock of, Everett SpinCo or Seattle SpinCo, as applicable (excluding actions required by the documents governing the relevant separation), or (ii) any breach of certain representations and covenants made by Everett SpinCo or Seattle SpinCo, as applicable.

Any such indemnity obligations could be material.

This section of this Form 10-K generally discusses fiscal [removed: 2023] [added: 2024] and fiscal [removed: 2022] [added: 2023] items and year-to-year comparisons between fiscal [removed: 2023] [added: 2024] and fiscal [removed: 2022.][added: 2023.]

Discussions of fiscal [removed: 2021] [added: 2022] items and year-to-year comparisons between fiscal [removed: 2022] [added: 2023] and fiscal [removed: 2021] [added: 2022] that are not included in this Form 10-K can be found in “Part II, Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations” of the Company's Annual Report on Form 10-K for the fiscal year October 31, [removed: 2022,] [added: 2023,] as filed with the SEC on December [removed: 8, 2022,] [added: 22, 2023,] which is available on the SEC's website at www.sec.gov.

We intend the discussion of our financial condition and results of operations that follows to provide information that will assist the reader in understanding our Consolidated Financial Statements, changes in certain key items in [removed: those] [added: these] financial statements from year to year, and the primary factors that accounted for [removed: those] [added: these] changes, as well as how certain accounting principles, policies and estimates affect our Consolidated Financial Statements.

*•Trends and Uncertainties.* A discussion of material events and uncertainties known to management, such as the mixed macroeconomic [removed: environment,] [added: environment of] supply chain constraints (though easing), uneven demand across our portfolio, increased demand for and adoption of new technologies, conservative [added: (though recovering)] customer spending environment, [removed: inflationary trend and] [added: persistent inflation,] foreign exchange pressures, [removed: and] recent tax [removed: developments.][added: developments, and pending merger with Juniper Networks, Inc. (“Juniper Networks”).]

- *Liquidity and Capital Resources.* An analysis [removed: and discussion] of changes in our cash flows, financial condition, liquidity, and cash requirements and commitments.

- *GAAP to Non-GAAP [removed: Reconciliation*.][added: Reconciliations*.]

This has [removed: been] [added: resulted in uneven demand across our portfolio and geographies,] particularly [removed: true of] [added: for] certain of our hardware [removed: businesses,] [added: offerings,] as customers have focused investments on modernizing infrastructure, such as migrating to cloud-based [removed: offerings.]

We expect such mixed macroeconomic environment to [added: largely] continue [removed: to moderate our] [added: (though ease slightly) and possibly limit] revenue growth in the near term.

Logistics costs [removed: continued to decrease] [added: decreased] from previously elevated levels as a result of declines in both expedited shipments and overall rate costs in the freight network.

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[added: *Foreign Currency Exposure:*] We have a large global presence, with more than half of our revenue generated outside of the U.S. As a result, our financial results can be, and particularly in recent periods have been, impacted by fluctuations in foreign currency exchange rates.

[added: *Recent Tax Developments:*] The Organisation for Economic Co-operation and [removed: Development,] [added: Development (“OECD”),] an international association of 38 countries including the United States, has proposed changes to numerous long-standing tax principles, namely, its Pillar Two framework, which imposes a global minimum corporate tax rate of 15%.

During [removed: the fourth quarter of] fiscal 2023, the IRS issued notices of proposed adjustments (“NOPAs”) for [removed: fiscal] 2017, 2018, and 2019 relating to our intercompany transfer pricing.

[removed: After] [added: During] the [removed: close] [added: first quarter] of fiscal [removed: 2023,] [added: 2024,] the IRS issued a Revenue Agent Report [removed: (“RAR”)] finalizing their position on the NOPAs for the same issues and same fiscal years.

However, we [removed: disagree] [added: disagreed] with the IRS’ adjustments and believe the positions taken on our tax returns are more likely than not to prevail on technical [removed: merits,] [added: merits] and [removed: we will defend these positions through] [added: have continued with settlement discussions with] the [removed: IRS administrative processes, as necessary.][added: IRS.]

[added: *Technological Advancements:*] We have observed market trends and demand [added: (of customers of various segments and sizes)] gravitating towards [removed: AI,] [added: artificial intelligence (“AI”),] hybrid cloud, [removed: and] edge computing, [removed: and] data [removed: securities] [added: security] capabilities, and [added: related] offerings.

The volume of data at the edge continues to grow, driven by the proliferation of more [removed: devices, which has led to the need for enhanced security at the edge, as well.][added: devices.]

[removed: At the same time, we] [added: *Recurring Revenue and Consumption Models:* We] continue to strengthen our core [removed: Compute] [added: server] and [removed: Storage-oriented] [added: storage-oriented] offerings and expand our offerings on the HPE GreenLake [removed: edge-to-cloud platform,] [added: cloud,] to [removed: enable execution of] [added: deliver] our [removed: aaS pivot to] [added: entire portfolio as-a-service (“aaS”) and] become the edge-to-cloud company for our customers and partners.

The following Executive Overview, Results of Operations and Liquidity discussions and analysis compare fiscal [removed: 2023] [added: 2024] to fiscal [removed: 2022,] [added: 2023,] unless otherwise noted.

The Capital Resources and, Cash Requirements and Commitments sections present information as of October 31, [removed: 2023,] [added: 2024,] unless otherwise noted.

Net revenue of [removed: $29.1] [added: $30.1] billion represented an increase of [removed: 2.2%] [added: 3.4%] (increased [removed: 5.5%] [added: 3.3%] on a constant currency basis) primarily due to higher average unit prices (“AUPs”) in the [removed: Intelligent Edge and Compute segments,] [added: Server segment, moderated by lower volume] and [removed: higher customer acceptances] [added: product mix effect] in the [removed: High Performance Computing & Artificial Intelligence (“HPC & AI”)] [added: Intelligent Edge] segment.

The gross profit margin of [removed: 35.1%] [added: 32.8%] (or [removed: $10.2] [added: $9.9] billion) represents [removed: an increase] [added: a decrease] of [removed: 1.7] [added: 2.3] percentage points from the prior-year period due to [removed: the impact of higher-margin networking revenue, higher AUPs] [added: decline] in [added: revenue in the] Intelligent Edge [removed: and Compute,] [added: segment] and [added: higher mix of] lower [removed: supply chain and commodity costs.][added: margin products in the Server segment.]

| | | | For the fiscal years ended October 31, | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | |]

| | | | [removed: 2023 | | | | | | 2022] [added: 2024] | | | | | | [removed: Change] [added: 2023] | | | | | | [added: 2022] | | | | | | [added: 2024 vs 2023 % Change] | | | | | | [added: 2023 vs 2022 % Change] | | |

| Net revenue | | | $ | [removed: 29,135] [added: 30,127] | | | | | [removed: $] [added: 100.0] | [removed: 28,496] | [added: %] | | | | [removed: 2.2%] [added: $] | [added: 29,135] | | | | | [added: 100.0] | | [added: %] | | | | [added: $] | [added: 28,496] | | | | | [added: 100.0] | | [added: %] |

| Gross profit | | | [removed: $] [added: 9,878] | [removed: 10,239] | | | | | [removed: $] [added: 32.8] | [removed: 9,506] | [added: %] | | | | [removed: 7.7%] [added: 10,239] | | | | | | [added: 35.1] | | [added: %] | | | | [added: 9,506] | | | | | | [added: 33.4] | | [added: %] |

| Gross profit margin | | | [removed: 35.1] [added: 32.8] | | % | | | | [removed: 33.4] [added: 35.1] | | % | | | | [removed: 1.7pts] [added: (2.3)pts] | | | | | | | | | | | | | | | | | | | | |

| Earnings from operations | | | $ | [removed: 2,089] [added: 2,190] | | | | | $ | [removed: 782] [added: 2,089] | | | | | [removed: 167.1%] [added: 4.8%] | | | | | | | | | | | | | | | | | | | | |

| Operating profit margin | | | [removed: 7.2] [added: 7.3] | | % | | | | [removed: 2.7] [added: 7.2] | | % | | | | [removed: 4.5pts] [added: 0.1pts] | | | | | | | | | | | | | | | | | | | | |

| Diluted net earnings per share [added: attributable to common stockholders(1)] | | | [removed: $] [added: 1.93] | [removed: 1.54] | | | | | [removed: $] [added: 1.54] | [removed: 0.66] | | | | | [removed: $0.88] [added: $0.39] | | | | | | | | | | | | | | | | | | | | |

| Cash flow from operations | | | $ | [removed: 4,428] [added: 4,341] | | | | | $ | [removed: 4,593] [added: 4,428] | | | | | [removed: $(165)] [added: $(87)] | | | | | | | | | | | | | | | | | | | | |

| Net revenue in constant currency | | | $ | [removed: 30,077] [added: 30,107] | | | | | $ | [removed: 28,496] [added: 29,135] | | | | | [removed: 5.5%] [added: 3.3%] | | | | | | | | | | | | | | | | | | | | |

| Non-GAAP gross profit | | | $ | [removed: 10,273] [added: 9,893] | | | | | $ | [removed: 9,667] [added: 10,273] | | | | | [removed: 6.3%] [added: (3.7)%] | | | | | | | | | | | | | | | | | | | | |

| Non-GAAP gross profit margin | | | [removed: 35.3] [added: 32.8] | | % | | | | [removed: 33.9] [added: 35.3] | | % | | | | [removed: 1.4pts] [added: (2.5)pts] | | | | | | | | | | | | | | | | | | | | |

| Non-GAAP earnings from operations | | | $ | [removed: 3,145] [added: 3,168] | | | | | $ | [removed: 3,026] [added: 3,145] | | | | | [removed: 3.9%] [added: 0.7%] | | | | | | | | | | | | | | | | | | | | |

| Non-GAAP operating profit margin | | | [removed: 10.8] [added: 10.5] | | % | | | | [removed: 10.6] [added: 10.8] | | % | | | | [removed: 0.2pts] [added: (0.3)pts] | | | | | | | | | | | | | | | | | | | | |

| Non-GAAP net earnings [added: attributable to HPE] | | | $ | [removed: 2,832] [added: 2,655] | | | | | $ | [removed: 2,664] [added: 2,832] | | | | | [removed: 6.3%] [added: (6.3)%] | | | | | | | | | | | | | | | | | | | | |

| Non-GAAP diluted net earnings per share [added: attributable to common stockholders(1)] | | | [removed: $] [added: 1.99] | [removed: 2.15] | | | | | [removed: $] [added: 2.15] | [removed: 2.02] | | | | | [removed: $0.13] [added: $(0.16)] | | | | | | | | | | | | | | | | | | | | |

| Free cash flow | | | $ | [removed: 2,238] [added: 2,297] | | | | | $ | [removed: 1,794 | | | | | $444 | | | | | | | | | | | | |] [added: 2,238] | | | | | [added: $] | [added: 1,794] | |

Our mix of ARR is becoming more software-rich as we build our HPE GreenLake [removed: edge-to-cloud platform,] [added: cloud,] which is improving our margin profile.

During fiscal 2024, the effects of the evolving macroeconomic environment on demand persisted and certain significant developments impacted our operations as follows:

Increasing demand for AI is also contributing to changes in the competitive landscape.

Our major competitors and emerging competitors are expanding their product and service offerings with integrated products and solutions and exerting increased competitive pressure.

*Macroeconomic Uncertainty:* The effect of the evolving macroeconomic environment has been impacting industry-wide demand, as customers take longer to work through prior orders and have been adopting a more conservative approach to discretionary IT spending.

offerings, including our own.

*Supply Chain:* During fiscal 2024, we experienced supply chain constraints for certain components, including graphics processing units (“GPUs”) and accelerated processing units, but they have since eased, in part due to increased availability of supply and lower material and logistics costs.

We have, in fact, been experiencing higher-than-normal inventory levels, primarily due to customers transitioning to the next generation of GPUs, our securing supply ahead of demand, and longer customer acceptance timelines on AI-related orders; we expect this trend to continue in the medium term.

We have experienced, and expect to continue experiencing, rising input component costs and a competitive pricing environment, which may impact our financial results.

We plan to mitigate the impact of these dynamics through continued disciplined cost and pricing management.

We expect that such flexible consumption model will continue to strengthen our customer relationships and contribute to growth in recurring revenue.

We utilize a comprehensive hedging strategy intended to mitigate the impact of foreign currency volatility over time, and we adjust pricing when possible to further minimize foreign currency impacts.

To date, 43 countries have enacted portions, or all, of the OECD proposal and a further 22 countries have drafted, or have announced an intent to draft, legislation enacting the proposed rules.

Where enacted, the rules begin to be effective for us in fiscal 2025.

Under US GAAP, the OECD Pillar Two rules are considered an alternative minimum tax and therefore deferred taxes would not be recognized or adjusted for the estimated effects of the future minimum tax.

As a result, there was no impact to our fiscal 2024 results.

The adoption and effective dates of these rules may vary by country and could increase tax complexity and uncertainty and may adversely affect our provision for income taxes.

We currently do not expect a material impact to our fiscal 2025 results.

During the third quarter of fiscal 2024, we submitted a formal settlement offer to the IRS to facilitate the closing of the audit and recorded increased reserves for unrecognized tax benefits of $122 million.

The impact of the increase in reserves is almost entirely offset with a valuation allowance release, and the net impact to income tax expense for fiscal 2024 was not material.

It is reasonably possible that the IRS audit for fiscal 2017 through 2019 may be concluded in the next 12 months, and it is reasonably possible that existing unrecognized tax benefits related to these years may be reduced by an amount up to $358 million within the next 12 months, the majority of which relates to adjustments to foreign tax credits that carry a full valuation allowance or to the timing of intercompany royalty revenue recognition, neither of which affects the Company’s effective tax rate.

*Other Trends and Uncertainties:* The impacts of trade protection measures, including increases in tariffs and trade barriers, changes in government policies and international trade arrangements, geopolitical volatility (including the ongoing conflict in the Middle East), and global macroeconomic challenges (including the relationship between China and the U.S.), may impact our operations, financial performance, and ability to conduct business in some non-U.S. markets.

We monitor and seek to mitigate these risks with adjustments to our manufacturing, supply chain, and distribution networks.

[Table of Contents](#if5e4874f28bf435fa75824a0075aa6e9_7)

*Pending Merger with Juniper Networks, Inc:* On January 9, 2024, we entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) under which we will acquire Juniper Networks in an all-cash transaction for $40.00 per share (the “Merger”), representing an equity value of approximately $14 billion.

On April 2, 2024, Juniper Networks shareholders approved the transaction.

The transaction is expected to be funded based on senior unsecured delayed draw term loans from a syndicate of banks, the post-tax proceeds from our sale to Unisplendour International Technology Limited (“UNIS”) of 30% of the total issued share capital of H3C Technologies Co., Limited (“H3C”), the net proceeds (including after repayments of maturing debt) of our September 2024 issuances of senior unsecured notes and the Preferred Stock (as further described in Note 15, “Stockholders’ Equity” to the Consolidated Financial Statements in Item 8 of Part II), and cash on the balance sheet.

The closing of the transaction remains subject to receipt of regulatory approvals and satisfaction of other customary closing conditions.

For further information about the Merger, see Note 10, “Acquisitions and Dispositions” to the Consolidated Financial Statements in Item 8 of Part II, and for further discussion about the risks related to the Merger, see the section titled “Risk Factors” in Item 1A of Part I of this Annual Report on Form 10-K.

The foregoing summary of the Merger, the adoption of the Merger Agreement, and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Merger Agreement, which is filed as Exhibit 2.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on January 10, 2024.

The operating profit margin of 7.3% was relatively flat as compared to the prior-year period.

| Net revenue | | | $ | 30,127 | | | | | $ | 29,135 | | | | | 3.4% | | | | | | | | | | | | | | | | | | | | |

| Gross profit | | | $ | 9,878 | | | | | $ | 10,239 | | | | | (3.5)% | | | | | | | | | | | | | | | | | | | | |

| Net earnings attributable to HPE | | | $ | 2,579 | | | | | $ | 2,025 | | | | | 27.4% | | | | | | | | | | | | | | | | | | | | |

| Net earnings attributable to common stockholders | | | 2,554 | | | | | | 2,025 | | | | | | 26.1% | | | | | | | | | | | | | | | | | | | | |

[Table of Contents](#if5e4874f28bf435fa75824a0075aa6e9_7)

| | | | 2024 | | | | | | 2023 | | | | | | Change | | | | | | | | | | | | | | | | | | | | |

| Non-GAAP net earnings attributable to common stockholders | | | 2,630 | | | | | | 2,832 | | | | | | (7.1)% | | | | | | | | | | | | | | | | | | | | |

(1)For purposes of calculating diluted net EPS, the preferred stock dividends are added back to the net earnings attributable to common stockholders and the diluted weighted average share calculation assumes the preferred stock was converted at issuance or as of the beginning of the reporting period.

| | | | 2024 | | | | | | 2023 | | |

[Table of Contents](#if5e4874f28bf435fa75824a0075aa6e9_7)

The elevated order book levels we experienced in fiscal 2022 have generally declined throughout fiscal 2023, as supply chain constraints eased (though challenges still remain) and demand softened unevenly across our portfolio (as a result of improving supply chain dynamics and as customers have been digesting their prior larger orders).

Meanwhile, demand for and adoption of new technologies, such as AI, hybrid cloud, and edge computing, have increased.

We have observed, and expect to continue seeing, customers of various segments and sizes pursue such new technologies.

As noted above, we have continued to see elongated sales cycles, as customers work through prior orders and adopt a more conservative approach to spending in a mixed macroeconomic environment.

As referenced above, mild improvements to industry-wide supply constraints have helped to ease certain supply chain challenges we encountered in the recent past, including the increased availability of supply and lower material and logistics costs.

Material cost trends are dependent on the strength or weakness of actual end-user demand and supply dynamics, which will continue to evolve and ultimately impact the translation of the cost environment to our pricing actions and, consequently, our operating results.

Additionally, we continue to experience a challenging foreign exchange environment, which has increased costs of products and services and moderated our revenue and earnings growth.

Furthermore, inflationary pressures persist, keeping not only material and logistics costs, but also labor costs, somewhat elevated compared to pre-COVID-19 pandemic levels.

We expect the unfavorable foreign exchange effects and inflationary trend to continue in the longer term.

*Recent Tax Developments*

In December 2022, the EU member states adopted a directive that implements the Pillar Two framework, which is expected to be enacted into the national laws of the EU member states by December 31, 2023.

Certain countries in which we operate have enacted legislation to adopt the Pillar Two framework (e.g., United Kingdom and Korea), and several other countries are also considering changes to their tax laws to implement this framework.

The first component of the Pillar Two framework is expected to be effective for us in fiscal 2025 with a second component expected to be effective in fiscal 2026.

When and how this framework is adopted or enacted by the various countries in which we do business could increase tax complexity and uncertainty and may adversely affect our provision for income taxes in the U.S. and non-U.S. jurisdictions.

On August 16, 2022, the U.S. government enacted the Inflation Reduction Act of 2022 (the “Inflation Reduction Act”) into law.

The Inflation Reduction Act includes a new corporate alternative minimum tax (the “Corporate AMT”) of 15% on the adjusted financial statement income (“AFSI”) of corporations with average AFSI exceeding $1.0 billion over a three-year period.

The Corporate AMT is effective for the Company beginning in fiscal 2024.

We expect U.S. cash tax to increase in the short term as a result of the Corporate AMT but do not expect the effective tax rate to be impacted as the Corporate AMT is expected to be recovered as a credit in future years.

The realizability of any deferred tax asset associated with the Corporate AMT will be determined through our annual valuation allowance analysis.

Additionally, the Inflation Reduction Act imposes an excise tax of 1% tax on the fair market value of net stock repurchases made after December 31, 2022.

The impact of this provision will be dependent on the extent of share repurchases made in future periods.

The IRS is seeking to increase taxable income across the three fiscal years by $904 million.

As of the balance sheet date, we have sufficient tax credit carryforwards to offset any incremental tax liability from the adjustments in the RAR.

Accordingly, no changes have been made to our reserves for uncertain tax positions in fiscal 2023 relating to the IRS’ adjustments.

*Russia/Ukraine Conflict*

The conflict between Russia and Ukraine and the related sanctions imposed by the U.S., European Union and other countries in response have negatively impacted our operations in both countries and increased economic and political uncertainty across the world.

In response to the sanctions imposed, in February 2022, we suspended all new sales and shipments to Russia and Belarus and implemented compliance measures to address the continuously changing regulatory landscape.

Based on a further assessment of business risks and needs, in June 2022, we determined that it was no longer tenable to maintain our operations in Russia and Belarus and have been proceeding with an orderly, managed exit of our remaining business in these countries.

*Other Trends and Uncertainties*

Observing these dynamics, we have accelerated our investment and innovation efforts in these areas that we see as critical to our long-term strategy and growth, including in pivoting our go-to-market motion and sales function.

Furthermore, as noted elsewhere in this report, effective November 1, 2023, we have realigned our financial reporting segments to align with these key market trends.

It is uncertain whether we will successfully execute this shift in strategic focus, realize the anticipated benefits of doing so, or capture the anticipated shares of the AI, hybrid cloud, and edge markets.

The increase in net revenue was moderated by a decline in server unit volume in the Compute segment and unfavorable currency fluctuations.

The operating profit margin of 7.2%, represents an increase of 4.5 percentage points primarily due to the aforementioned gross margin improvement, goodwill impairment charges for the HPC & AI and Software businesses in the prior-year period, and lower transformation expenses in the current period.

The increase in operating profit margin was moderated by higher planned investments in research and development in the current period.

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Net earnings | | | $ | 2,025 | | | | | $ | 868 | | | | | 133.3% | | | | | | | | | | | | | | | | | | | | |

On the innovation front, we announced a transformative new data storage services platform that brings our cloud operations model to wherever data lives by unifying data operations.

The platform will be available through HPE GreenLake Central and includes a new data services cloud console and a suite of software subscription services that simplifies and automates global infrastructure at scale.

We transact business in approximately 40 currencies worldwide, of which the most significant foreign currencies to our operations for fiscal [removed: 2023] [added: 2024] were the euro, Japanese yen, and [removed: British pound.][added: Indian rupee.]

We have performed sensitivity analyses as of October 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] using a modeling technique that measures the change in the fair values arising from a hypothetical 10% adverse movement in the levels of foreign currency exchange rates relative to the U.S. dollar, with all other variables held constant.

The foreign currency exchange rates we used in performing the sensitivity analysis were based on market rates in effect at October 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

The sensitivity analyses indicated that a hypothetical 10% adverse movement in foreign currency exchange rates would result in a foreign exchange fair value loss of [removed: $48] [added: $44] million and [removed: $49] [added: $48] million at October 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

We have performed sensitivity analyses as of October 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] using a modeling technique that measures the change in the fair values arising from a hypothetical 10% adverse movement in the levels of interest rates across the entire yield curve, with all other variables held constant.

The discount rates used were based on the market interest rates in effect at October 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

The sensitivity analyses indicated that a hypothetical 10% adverse movement in interest rates would result in a loss in the fair values of our debt, debt investments and net portfolio assets, net of interest rate swaps, of [removed: $41] [added: $233] million and [removed: $32] [added: $41] million at October 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

For more information about our debt, use of derivative instruments, forward contracts and investments, Refer to Note 1, “Overview and Summary of Significant Accounting Policies”, Note 13, [removed: Financial] [added: “Financial] Instruments”, and Note 14, “Borrowings”, of the Notes to the Consolidated Financial Statements section included in this report.

Our customers range from small-and-medium-sized businesses [removed: (“SMBs”)] to large global enterprises and governmental entities.

Finally, HPE is seeing [removed: an immense demand] [added: a significant technology] shift [removed: in AI] as customers realize the fundamental potential of [removed: the] [added: AI] technology to deliver business transformation.

Data is becoming more unstructured, more [removed: time-sensitive] [added: time-sensitive,] and more distributed.

Frequently, data is siloed and spread across different [removed: multi-gen] [added: multi-generational] IT systems, often trapped in critical legacy architecture.

Our vision to be the edge-to-cloud company has led us to innovate our solutions across [added: networking] connectivity, cloud, and [removed: data.][added: data, delivered as-a-service (“aaS”) through the HPE GreenLake cloud.]

[removed: Our] [added: In hybrid cloud, we have redefined the cloud space by delivering an experience that is hybrid by design with our] HPE GreenLake [removed: edge-to-cloud platform is a] [added: cloud as the] centerpiece of our strategy; it accelerates multi-generation IT transformation through a unified [removed: cloud services] [added: cloud-native and AI-driven] experience that empowers customers to access, analyze, and extract value from their data across public clouds, data centers, colocation facilities, and at the edge.

[added: Our] Financial Services [added: (“FS”) business] complements our solution offerings by helping customers unlock financial capacity.

We recognize the AI market will be driven by computational capability, data-intensive workloads, and the need for specialized architecture; thus, we [removed: are targeting] [added: have been targeting, and continue to target] three areas: supercomputing, AI infrastructure, and AI platform software.

We believe that we are differentiated from our competition [removed: in the ability] [added: by our unique and compelling value proposition, which positions us] to capture significant value from the growing AI market through our intellectual property portfolio, trusted expertise, and long-term sustained market leadership in supercomputing.

Our company [removed: always] strives to be an engine of innovation, and our approximately [removed: 62,000] [added: 61,000] employees as of October 31, [removed: 2023,] [added: 2024,] are proud of the ways our technology enables our customers to achieve meaningful outcomes like curing disease, modernizing farming, addressing world-hunger, and democratizing transportation through autonomous vehicles.

*Our Culture* - We recognize the [removed: critical] importance of talent and culture to the success of HPE and our ability to fulfill our purpose.

[removed: This is because, by harnessing the potential of] [added: By fostering a culture where] our [removed: technologies] [added: people can freely contribute their perspectives, ideas,] and [removed: our team members,] [added: experiences,] we can fuel innovation, drive transformational changes, and be a force for [removed: good.][added: good by harnessing the potential of our technologies and our team members.]

The [removed: DEI] [added: Diversity, Equity, and Inclusion Voice of the Workforce] index within our annual global engagement survey continued to reveal strong engagement scores across our ethnically diverse [added: and female] team members.

The [removed: dynamism] [added: dynamic nature] of our industry [removed: and our company enables] [added: allows] team members to [removed: grow] [added: thrive] in their current roles [removed: and build] [added: while acquiring] new skills.

Over the past year, our approximately [removed: 62,000] [added: 61,000] team members completed over [removed: 820,700] [added: 821,000] online and instructor-led courses across [removed: a broad range of categories – leadership;] [added: various categories, including leadership,] inclusion and [removed: diversity;] [added: diversity,] professional [removed: skills; technical;] [added: skills, technical training,] and compliance.

[removed: We conduct an in-depth] [added: Our] annual talent and succession [removed: review] [added: review, conducted] with our CEO and Executive [removed: Committee members.][added: Committee, aims to accelerate talent development, enhance succession pipelines, and improve diversity in our key positions.]

As a result of our efforts, our most recent pay equity review demonstrated that we have achieved pay parity for base compensation and bonus targets between male and female team [added: members in the U.S. (including among underrepresented ethnicities), and a dozen additional countries throughout the world, when accounting for job title, time-in-role, experience, and location.]

We conduct a number of compensation analyses in other countries to provide competitive and equitable [removed: pay and, where permissible, we intend to incorporate similar third-party pay assessments into our existing processes.][added: pay.]

*Board Oversight* - Our Board of Directors [removed: plays an active role in overseeing] [added: oversees] our human capital management strategy and programs.

Our operations are organized into [removed: six] [added: five] reportable business segments: [removed: Compute, HPC & AI, Storage,] [added: Server, Hybrid Cloud,] Intelligent Edge, Financial Services, and Corporate Investments and Other.

- Fiscal 2023 - [removed: Compute] [added: Server] products, Intelligent Edge products, [removed: HPC & AI] [added: Server services, Hybrid Cloud] products

- Fiscal 2022 - [removed: Compute] [added: Server] products, [removed: Compute] [added: Server] services, [added: Hybrid Cloud products,] Intelligent Edge products

The Company [removed: has one customer] [added: had two distributors] which represented [added: approximately 14% and] 11% of the Company's total net revenue in fiscal [removed: 2023,] [added: 2024,] primarily within the Intelligent Edge and [removed: Compute] [added: Server] segments.

A discussion of certain factors potentially affecting our operations is set forth in Item [removed: 1A,] [added: 1A of Part I,] “Risk Factors.”

This portfolio of products includes our secure and versatile HPE ProLiant [removed: rack and tower servers] [added: Rack] and [added: Tower servers;] HPE Synergy, a composable infrastructure for traditional and cloud-native [removed: applications.][added: applications; HPE Scale Up Servers product lines for critical applications, including large enterprise software applications and data analytics platforms; HPE Edgeline servers; HPE Cray EX; HPE Cray XD (formerly known as HPE Apollo); and HPE NonStop.]

Our [removed: HPC & AI business offers] [added: Server segment offerings consist of general-purpose servers for multi-workload computing and workload-optimized servers to deliver the high performance and value for demanding applications, and] integrated systems comprised of software and hardware designed to address [removed: High-Performance Computing (“HPC”), Artificial Intelligence (“AI”), Data Analytics,] [added: high-performance computing] and [removed: Transaction Processing] [added: supercomputing (including exascale applications), artificial intelligence, data analytics, and transaction processing] workloads for [removed: government, research institutions] [added: government] and commercial customers globally.

[removed: HPC & AI] [added: Server] offerings also include operational and support [removed: services, whether] [added: services] sold with [removed: our] systems [removed: or] [added: and] as standalone services.

[removed: The customer experience transformation] [added: It] also includes [removed: AI and data-driven] [added: AIOps-driven] intelligence with HPE InfoSight and HPE CloudPhysics.

The Intelligent Edge [removed: business is comprised of a portfolio of secure edge-to-cloud solutions operating under the Aruba brand that includes] [added: segment offers] wired and wireless local area [removed: network (“LAN”),] [added: networks,] campus, branch, and data center switching, software-defined [removed: wide-area networking,] [added: wide-area-networks, private and public cellular] network [added: software, network] security, and associated services that enable secure connectivity for businesses of any size.

The HPE Aruba Networking product portfolio includes hardware [removed: products,] [added: products] such as Wi-Fi access points, switches, and gateways.

The HPE Aruba Networking software and services portfolio includes cloud-based management, network management, network access control, software-defined wide-area networking, network security, analytics and assurance, location services software, [added: private] and [added: public cellular core software, and] professional and support services, as well as aaS and consumption models through the HPE GreenLake [removed: edge-to-cloud platform] [added: cloud] for the Intelligent Edge portfolio of products.

[removed: We also offer Aruba ESP (or] [added: Intelligent] Edge [removed: Services Platform),] [added: offerings are consolidated in the edge service platform,] which takes a cloud-native approach [removed: to helping] [added: that provides] customers [added: with a unified framework to] meet their connectivity, security, and financial [removed: requirements] [added: needs] across campus, branch, data center, and remote worker [removed: environments, covering all aspects of wired, wireless LAN, and wide-area networking.][added: environments.]

FS also supports financial solutions for on-premise flexible consumption models, such as [removed: our] [added: the] HPE GreenLake [removed: edge-to-cloud platform.][added: cloud.]

Corporate Investments and Other includes the Advisory and Professional Services [removed: (“A & PS”)] business, which primarily offers consultative-led services, HPE and partner technology expertise and advice, implementation services as well as complex solution engagement capabilities; the Communications and Media Solutions [removed: business (“CMS”),] [added: business,] which primarily offers software and related services to the telecommunications [removed: industry and includes Athonet, which provides private mobile core networks to enterprises and communication services providers; the HPE Software business, which offers the HPE Ezmeral Software Container Platform and HPE Ezmeral Software Data Fabric; OpsRamp which provides a software-as-a-service platform for managed service providers and enterprise IT teams to monitor and manage their cloud and on-premises (“hybrid”) infrastructure;] [added: industry;] and Hewlett Packard Labs, which is responsible for research and development.

- *Edge-to-cloud strategy and solutions uniquely solve customer challenges.* As data grows and [removed: evolves and] [added: evolves,] enterprises become increasingly distributed, [added: and customers realize the potential in AI technology,] HPE’s edge-to-cloud strategy is uniquely designed to enable customers to securely access, control, and maximize the value of all their workloads and data assets to accelerate business outcomes.

The HPE GreenLake [removed: edge-to-cloud platform] [added: cloud] is an open, secure, fully integrated platform that brings a unified experience across the edge, data center, colocation, and cloud.

- *Comprehensive portfolio.* We have a distinctive and industry leading portfolio of edge-to-cloud solutions and capabilities to help accelerate our customers' digital [removed: transformations.][added: transformations and help them capture the opportunity that AI presents for their businesses.]

Consumption-based IT offers solutions to these challenges by providing greater agility, which empowers people to shift from managing infrastructure to driving innovation by leveraging insights from their data, while also eliminating [added: capital and operating expenses tied to infrastructure over-provisioning.]

We have [removed: one of the largest] [added: expansive] go-to-market [removed: capabilities in our industry,] [added: capabilities,] including a large ecosystem of channel partners, which enables us to market and deliver our product offerings to customers located virtually anywhere in the world.

Our HPE GreenLake [removed: edge-to-cloud platform] [added: cloud] provides open cloud application programming interfaces to our partners, enabling them to better offer their unique solutions to customers.

The AI market requires a modern and high-performing networking fabric as a core foundation to deliver a more efficient data-center cloud, which we offer through our AI-driven portfolio of networking solutions.

Our server business supports both traditional servers and those meant to enable AI workloads with decades of large-scale infrastructure expertise, including technologies like direct liquid cooling that are powering some of our largest AI systems.

We seek to seize this AI market opportunity by innovating in networking, hybrid cloud and AI – which are all essential building blocks to deliver a unified technology experience.

The pending acquisition of Juniper Networks, Inc. ("Juniper Networks") further supports the aforementioned strategies and enables us to execute on them.

We believe this acquisition will accelerate our edge-to-cloud vision with a full networking IP stack: from silicon, to infrastructure, to the operating system, to security, to software and services, in a cloud-native and AI-

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

driven approach.

Furthermore, through this strategic acquisition, we seek to deliver secure, AI-driven networking solutions, which will be foundational to delivering fully integrated hybrid cloud and AI solutions.

- Fiscal 2024 - Server products, Server services, Intelligent Edge products, Hybrid Cloud products

Server

Hybrid Cloud

The Hybrid Cloud segment offers a wide variety of cloud-native and hybrid solutions across storage, private cloud and the infrastructure software-as-a-service (“SaaS”) space.

Storage includes data storage and data management offerings with the HPE Alletra Storage portfolio; unstructured data solutions and analytics for AI; data protection and archiving; and storage networking.

In private cloud, our Private Cloud Enterprise offerings include new cloud-native offerings and capabilities for virtual machines, containers, and bare metal; a full suite of private cloud offerings that enable customers to self-manage or choose a fully managed experience.

In fiscal 2024, we launched a new offering, Private Cloud AI, that captures the emerging enterprise model fine-tuning, retrieval augmented generation and inference markets for AI solutions.

Private Cloud AI is fully integrated, standardized offer that has been co-developed with AI market leader Nvidia, with the goal to provide an out of the box solution for enterprise AI.

This segment also provides self-service private cloud on-demand with HPE GreenLake for Private Cloud Business Edition.

Infrastructure software includes monitoring and observability for day two operations and beyond through our acquisition of OpsRamp and unified data access through our HPE Ezmeral Data Fabric and analytics suite, which helps move and transform data for use in AI and other applications.

Hybrid Cloud segment also includes data lifecycle management and protection through our suite of offerings, including Zerto Disaster Recovery.

Upon closing of the pending acquisition of Juniper Networks, we expect to offer an even more comprehensive portfolio of networking solutions.

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

Orders reflected in backlog are subject to adjustment, including as a result of re-bookings, cancellations and fulfillment issues, which may impact backlog.

The adverse impact of the global pandemic on the supply chain has moderated, resulting in a more balanced supply-and-demand environment and improved component availability.

Challenges in global logistics have mostly normalized despite some uncertainty related to regional conflicts and port labor disputes.

Our overall demand pipeline has improved since the beginning of fiscal 2024 as customers have been digesting through their inventory.

Even though demand across our AI product portfolio, including for high performance graphics and accelerated processing units, continues to be somewhat uneven, due to the lumpiness of deals that can cause fluctuations quarter-to-quarter, AI systems demand in the midst of persisting data center space availability constraints continued to drive significant AI backlog.

The supply and demand environment for GPUs continues to remain uneven as the market navigates transition to next generation GPUs.

These dynamics have resulted in our inventory levels being elevated as compared to the fiscal year ended October 31, 2023, and we are closely monitoring inventory levels as the market navigates a transition to next-generation GPUs.

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

In the high performance computing and AI sector, our investments are focused on pioneering leadership computing solutions that deliver superior performance and efficiency.

These solutions feature leading edge silicon architectures, high-speed interconnects, advanced storage and innovative direct liquid cooling.

Our R&D efforts in the realm of AI are particularly robust, with new server solutions designed for AI inference engines and integrated into larger HPE Private Cloud AI for inferencing, retrieval augmented generation, and model fine-tuning.

Large-scale model training and tuning, including natural language processing, large language models, and multi-modal training for models with trillions of parameters are supported by our leading AI solutions.

These efforts are bolstered by the development of high-performance computing tools, cloud-native and scalable cluster management software, and transaction processing software, which have been instrumental in achieving our milestone of delivering the world's first exascale supercomputer.

In Hybrid Cloud, we are investing in a comprehensive portfolio of storage and private cloud technologies and capabilities that are focused on enabling customers to transform through the power of data and AI, modernize their IT infrastructure and simplify hybrid operations, delivering a cloud operational experience via the HPE GreenLake cloud.

We continue to invest in the storage portfolio aligned with the customers evolving data and AI needs.

We have extended the deployment model from on-premise and cloud-adjacent to include software-defined cloud native deployments in Amazon Web Services.

In private cloud, we are developing fully integrated hardware-software offers that simplify day-to-day management, operations and data protection, enables an on-premise public-cloud like experience while addressing security, privacy, governance, and regulatory compliance needs.

Customer response to these megatrends was accelerated by the pandemic and the increasing pace of technological innovation.

Our solutions across connectivity, cloud, and data are delivered as-a-service (“aaS”) through the HPE GreenLake edge-to-cloud platform across our Intelligent Edge, Compute, High Performance Computing & Artificial Intelligence (“HPC & AI”), and Storage business segments.

[Table of Content](#i579f0edbe0b2449cbe57750e40f18b69_7)

We are passionate about the values that drive our success, which is why we believe in investing in our team members and in the communities where we live and work.

Our most recent global engagement survey shows how these intentional efforts are making a difference, with an 86% response rate and our overall Employee Engagement Index, an index designed to capture team member engagement, measuring 83%.

More than 84% of those who responded would recommend HPE as a great place to work, and 88% say they are proud to work for HPE.

*Diversity, Equity, and Inclusion (“DEI”) -* We are committed to creating an unconditionally inclusive workplace and to capturing the ideas and perspectives that advance the way we live and work by enabling our workforce, customers, and communities to succeed in the digital age.

Annual aspirational goals are set to drive consistent representation in the recruiting pipeline in line with market availability across all demographics.

At the close of fiscal 2023, the representation of worldwide female executives in our workforce had increased 1.9 percentage points since the prior year, with increased representation at every level in worldwide female team members.

We also increased our year-over-year representation of underrepresented minorities in the U.S. by 2.3 percentage points overall.

We are committed to delivering on our focus on equity, as well, by taking a data-led approach at various points across the team member lifecycle to evaluate and improve our diversity, equity, and inclusion efforts.

The leadership standards clearly articulate that all people leaders are expected to continuously develop their inclusive leadership acumen.

Our Board, Chief Executive Officer (“CEO”), and Executive Committee are expected to, and do in fact, model high standards for DEI and are leading sustainable change through strong governance and oversight.

We have also been committed to advancing transparency, by publicly disclosing further information and data on diversity, equity, and inclusion at HPE, including the Equal Employment Opportunity report data, since 2018.

*Talent* \- We invest heavily in an effort to attract, develop, and retain the best talent.

We are committed to developing team members at all stages of their careers, and we do this by communicating a clear purpose and strategy; setting transparent goals; driving accountability; continuously assessing, developing, and advancing talent; and advancing a leadership-driven talent strategy.

HPE is deeply committed to identifying and developing the next generation of top-tier leadership with a special focus on diverse and technical talent.

The process focuses on accelerating talent development, strengthening succession pipelines, and advancing diversity representation for our most critical roles.

members in the U.S. (including among underrepresented ethnicities), U.K., and India, when accounting for job title, time-in-role, experience, and location.

- Fiscal 2021 - Compute products, Compute services, Storage products

Compute

Our Compute portfolio consists of both general-purpose servers for multi-workload computing and workload-optimized servers to deliver the best performance and value for demanding applications.

HPE ProLiant servers are the compute foundation for the fastest growing workloads in the industry including AI Inferencing, hyperconverged infrastructure (“HCI”), virtual workspaces, and data management.

Compute offerings also include operational and support services and HPE GreenLake for Compute.

HPE GreenLake for Compute provides flexible Compute as-a-service IT infrastructure on a consumption basis through the HPE GreenLake edge-to-cloud platform.

HPC & AI

Our solutions are segmented into the following categories: HPC and Data Solutions.

The HPC portfolio of products includes HPE Cray EX, HPE Cray XD (formerly known as HPE Apollo), and Converged Edge Systems (formerly known as Edge Compute) hardware, software, and data management appliances that are often sold as supercomputing systems, including exascale supercomputers (systems that can process 1018 floating point calculations per second), that support data-intensive simulations and large-scale AI applications.

The Data Solutions portfolio includes the mission critical compute portfolio and HPE NonStop.

The mission critical compute portfolio includes the HPE Superdome Flex and HPE Integrity product lines for critical applications, including large enterprise software applications and data analytics platforms.

The HPE NonStop portfolio includes high-availability, fault-tolerant software and appliances that power applications, such as credit card transaction processing that require large scale and high availability.

As part of our systems are aligned to the convergence of HPC and AI-at-scale across our industry, HPE offers a suite of software products, including AI-powered technologies designed to play a critical role in turning data into readily available, actionable information to fuel growth and innovation for our customers.

Our solutions are focused on enabling customers to develop and deploy AI models, such as Large Language Models (“LLMs”) across training, tuning, and inferencing.

These include a software stack needed to prepare data for AI models and then to train those AI models using our open-source machine learning platform.

We also offer most of our solutions aaS through the HPE GreenLake edge-to-cloud platform, including HPE GreenLake for LLMs.

With offerings that are AI-driven and built for hybrid cloud environments with HPE GreenLake consumption models, we provide the right workload optimized destinations for data and insights development for our customers.

A portion of HPC & AI revenue is generated by sales to government entities, which are subject to the terms and rights for the convenience of the government entity.

These terms and rights include in some instances a dependence on the appropriation of future funding and also termination rights contingent upon not achieving certain milestones.

For a discussion of certain risks related to contracts with government entities, see “Risk Factors—Contracts with federal, state, provincial, and local governments are subject to a number of challenges and risks that may adversely impact our business” in Item 1A.

Storage

Information with respect to this item may be found in Note 17, [removed: “Litigation] [added: “Litigation, Contingencies,] and [removed: Contingencies,”] [added: Commitments,”] to the Consolidated Financial Statements in Item 8 of Part II, which is incorporated herein by reference.

For the fiscal year ended October 31, [removed: 2023][added: 2024]

The aggregate market value of the registrant's common stock held by non-affiliates was [removed: $18,427] [added: $21,985] million based on the last sale price of common stock on April 30, [removed: 2023.][added: 2024.]

The number of shares of Hewlett Packard Enterprise Company common stock outstanding as of December [removed: 11, 2023] [added: 9, 2024] was [removed: 1,300 million] [added: 1,315,333,942] shares.

| Portions of the Registrant's proxy statement related to its [removed: 2024] [added: 2025] Annual Meeting of Stockholders to be filed pursuant to Regulation 14A within 120 days after Registrant's fiscal year end of October 31, [removed: 2023] [added: 2024] are incorporated by reference into Part III of this Report. | | | | | | III | | |

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| [Item [removed: 15.](#i579f0edbe0b2449cbe57750e40f18b69_214)] [added: 15.](#if5e4874f28bf435fa75824a0075aa6e9_223)] | | | [Exhibits and Financial Statement [removed: Schedules](#i579f0edbe0b2449cbe57750e40f18b69_214)] [added: Schedules](#if5e4874f28bf435fa75824a0075aa6e9_223)] | | | [removed: [132](#i579f0edbe0b2449cbe57750e40f18b69_214)] [added: [143](#if5e4874f28bf435fa75824a0075aa6e9_223)] | | |

| [Item [removed: 16.](#i579f0edbe0b2449cbe57750e40f18b69_220)] [added: 16.](#if5e4874f28bf435fa75824a0075aa6e9_229)] | | | [Form 10-K [removed: Summary](#i579f0edbe0b2449cbe57750e40f18b69_220)] [added: Summary](#if5e4874f28bf435fa75824a0075aa6e9_229)] | | | [removed: [137](#i579f0edbe0b2449cbe57750e40f18b69_220)] [added: [149](#if5e4874f28bf435fa75824a0075aa6e9_229)] | | |

All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including but not limited to any anticipated financial or operational benefits associated with the [removed: recent] segment [removed: realignment;] [added: realignment that became effective as of the beginning of the first quarter of fiscal 2024;] any projections, [removed: estimations,] [added: estimations] or expectations of [removed: revenue,] [added: addressable markets and their sizes, revenue (including annualized revenue run-rate),] margins, expenses (including stock-based compensation expenses), investments, effective tax rates, interest rates, the impact of tax law changes and related guidance and regulations, net earnings, net earnings per share, cash flows, liquidity and capital resources, inventory, goodwill, impairment charges, hedges and derivatives and related offsets, order backlog, benefit plan funding, deferred tax assets, share repurchases, currency exchange rates, repayments of debts including our asset-backed debt securities, or other financial items; recent amendments to accounting guidance and any potential impacts on our financial reporting therefrom; any projections or estimations of orders, including as-a-service orders; any [removed: projections of the amount, execution, timing, and results of any transformation or impact of cost savings, restructuring plans, including estimates and assumptions related to the anticipated benefits, cost savings, or charges of implementing such transformation and restructuring plans; any] statements of the plans, strategies, and objectives of management for future operations, as well as the execution [added: and consummation] of corporate transactions or contemplated acquisitions [added: (including but not limited to our proposed acquisition of Juniper Networks, Inc.)] and dispositions (including disposition of our H3C shares and the receipt of proceeds therefrom), research and development expenditures, and any resulting [removed: benefit,] [added: benefits,] cost savings, charges, or revenue or profitability improvements; any statements concerning the expected development, performance, market share, or competitive performance relating to products or services; any statements concerning technological and market trends, the pace of technological innovation, and adoption of new technologies, including artificial [removed: intelligence] [added: intelligence-related] and other products and services offered by Hewlett Packard Enterprise; any statements regarding current or future macroeconomic trends or events and the impact of those trends and events on Hewlett Packard Enterprise and [removed: its] [added: our] financial performance, including but not limited to [added: supply chain dynamics,] demand for our products and services, and access to [removed: liquidity due to financial sector volatility,] [added: liquidity,] and our actions to mitigate such impacts to our business; the scope and [removed: curation] [added: duration] of outbreaks, epidemics, pandemics, [removed: or] public health crises, [removed: and] the ongoing conflicts between Russia and Ukraine and [removed: Israel] [added: in the Middle East] and [removed: Hamas,] [added: the relationship between China and the U.S., and] our actions in response thereto, and their impacts on our business, operations, liquidity and capital resources, employees, customers, partners, supply chain, financial results, and the world economy; any statements regarding future regulatory trends and the resulting legal and reputational exposure, including but not limited to those relating to environmental, social, [added: governance, cybersecurity, data privacy,] and [removed: governance] [added: artificial intelligence] issues; any statements regarding pending [added: litigation,] investigations, claims, or disputes; any statements of expectation or belief; and any statements of assumptions underlying any of the foregoing.

Risks, uncertainties, and assumptions include the need to address the many challenges facing Hewlett Packard Enterprise's businesses; the competitive pressures faced by Hewlett Packard Enterprise's businesses; risks associated with executing Hewlett Packard Enterprise's strategy; the impact of macroeconomic and geopolitical trends and events, including but not limited to [removed: supply chain constraints, the inflationary environment,] [added: heightened global trade restrictions,] the [removed: ongoing conflicts between Russia and Ukraine and between Israel and Hamas,] [added: use] and [removed: the relationship between China] [added: development of artificial intelligence] and the [removed: U.S.;] [added: events described above;] the need to effectively manage third-party suppliers and distribute Hewlett Packard Enterprise's products and services; the protection of Hewlett Packard Enterprise's intellectual property assets, including intellectual property licensed from third parties and intellectual property shared with its former parent; risks associated with Hewlett Packard Enterprise's international operations (including from public health crises, such as pandemics or epidemics, and geopolitical events, such as, but not limited to, those mentioned above); the development of and transition to new products and services and the enhancement of existing products and services to meet customer needs and respond to emerging technological [removed: trends (including the desirability of a unified hybrid cloud offering);] [added: trends;] the execution of Hewlett Packard Enterprise’s ongoing transformation and mix shift of its portfolio of offerings; the execution and performance of contracts by Hewlett Packard Enterprise and its suppliers, customers, clients, and partners, including any impact thereon resulting from macroeconomic or geopolitical events, such as, but not limited to, those mentioned above; the prospect of a shutdown of the U.S. federal government; the hiring and retention of key employees; the execution, integration, consummation, and other risks associated with business combination, disposition, and investment [removed: transactions;] [added: transactions, including but not limited to] the [added: risks associated with the disposition of H3C shares and the receipt of proceeds therefrom and completion of our proposed acquisition of Juniper Networks, Inc. and our ability to integrate and implement our plans, forecasts, and other expectations with respect to the consolidated business; the] impact of changes to privacy, cybersecurity, environmental, global trade, and other governmental regulations; changes in our product, lease, intellectual property, or real estate portfolio; the payment or non-payment of a dividend for any period; the efficacy of using non-GAAP, rather than GAAP, financial measures in business projections and planning; the judgments required in connection with determining [removed: revenue recognition; impact of company policies and related compliance;] [added: certain financial metrics;] utility of segment realignments; allowances for recovery of receivables and warranty obligations; provisions for, and resolution of, pending [added: litigation,] investigations, claims, and disputes; the impacts of tax law changes and related guidance or regulations; and other risks that are described herein, including but not limited to the items discussed in “Risk Factors” in Item 1A of Part I of this report and that are otherwise described or updated from time to time in Hewlett Packard Enterprise's Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and in other filings made with the Securities and Exchange Commission.

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

| 7.625% Series C Mandatory Convertible Preferred Stock, par value $0.01 per share | | | HPEPRC | | | New York Stock Exchange | | |

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

For the Fiscal Year ended October 31, 2024

| | | | [PART I](#if5e4874f28bf435fa75824a0075aa6e9_13) | | | | | |

| [Item 1C.](#if5e4874f28bf435fa75824a0075aa6e9_25) | | | [Cybersecurity](#if5e4874f28bf435fa75824a0075aa6e9_25) | | | [36](#if5e4874f28bf435fa75824a0075aa6e9_25) | | |

| | | | [PART II](#if5e4874f28bf435fa75824a0075aa6e9_37) | | | | | |

| | | | [PART III](#if5e4874f28bf435fa75824a0075aa6e9_202) | | | | | |

| | | | [PART IV](#if5e4874f28bf435fa75824a0075aa6e9_220) | | | | | |

| | | | [Signatures](#if5e4874f28bf435fa75824a0075aa6e9_232) | | | [150](#if5e4874f28bf435fa75824a0075aa6e9_232) | | |

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

[Table of Content](#i579f0edbe0b2449cbe57750e40f18b69_7)

| | | | [PART I](#i579f0edbe0b2449cbe57750e40f18b69_13) | | | | | |

| [Item 1](#i579f0edbe0b2449cbe57750e40f18b69_2199023257494)[C](#i579f0edbe0b2449cbe57750e40f18b69_2199023257494)[.](#i579f0edbe0b2449cbe57750e40f18b69_2199023257494) | | | [Cybersecurity](#i579f0edbe0b2449cbe57750e40f18b69_2199023257494) | | | [32](#i579f0edbe0b2449cbe57750e40f18b69_2199023257494) | | |

| | | | [PART II](#i579f0edbe0b2449cbe57750e40f18b69_31) | | | | | |

| | | | [PART III](#i579f0edbe0b2449cbe57750e40f18b69_193) | | | | | |

| | | | [PART IV](#i579f0edbe0b2449cbe57750e40f18b69_211) | | | | | |

| | | | [Signatures](#i579f0edbe0b2449cbe57750e40f18b69_223) | | | [138](#i579f0edbe0b2449cbe57750e40f18b69_223) | | |

Risk Management and Strategy

Our Cybersecurity and Digital Risk Management (“CDRM”) organization, under the leadership of a Global Chief Information Security Officer (“Global CISO”), operates a cybersecurity program that is designed to help us assess, identify, manage, and mitigate risks relating to cybersecurity threats and incidents.

We design our cybersecurity standards, policies, processes and controls to operate in an integrated manner, leveraging applicable industry standards and security frameworks, including the NIST Cybersecurity Framework, as guides in supporting our ability to perform such functions.

CDRM manages our cybersecurity program, including by fostering collaboration with partners across business units and functional areas to identify and assess material cybersecurity threats, evaluate their severity, and explore ways to mitigate and manage such risks.

Business units and functional areas are responsible for managing risks and implementing our policies and standards within the respective business unit or function.

Compliance with our policies and standards is assessed by CDRM in conjunction with our internal audit function, through periodic cybersecurity audits.

As part of our cybersecurity program, we maintain a Cyber Risk Management Program that seeks to address key risk management concepts, including mission and vision, escalation path for risk mitigation, risk assessments, and risk treatment.

We do so by conducting a variety of planning and preparedness activities, including employing monitoring tools to identify suspicious or anomalous activity, vulnerabilities, or signs of compromise across our networks, systems, and data.

We utilize data from attack surface management tools to produce a prioritized set of vulnerabilities for remediation.

We also require mandatory cybersecurity training for employees and periodically conduct Company-wide phishing simulations.

To aide in assessing material risks from cybersecurity threats, our enterprise risk management (“ERM”) program incorporates cybersecurity risks as part of its process to assess overall risk of the Company.

The ERM organization supports management by facilitating a semi-annual risk assessment, which documents the priority and status of these risks and aligns them with our strategic mitigation efforts.

ERM is structured using a framework based on guidance from the Committee of Sponsoring Organizations of the Treadway Commission on Enterprise Risk Management Integrating Strategy with Performance.

Within CDRM, our Cybersecurity Defense Center (“CDC”) has established policies, processes, and controls that are designed to monitor, detect, investigate, respond to, and escalate management of cybersecurity threats and incidents.

If we experience a cybersecurity incident, the CDC activates an incident response plan, which includes processes to enable us to triage, assess severity of, escalate, contain, investigate, and remediate the incident, as well as to comply with applicable legal obligations and mitigate brand and reputational harm.

Based on initial investigation into such incident’s impact to the Company, the actor(s) involved, and other factors, the CDC assigns a severity level to an incident, which dictates the escalation path for a given incident.

For incidents rising to higher levels of severity, the Cyber Governance and Incident Disclosure Committee, a cross-functional committee spanning cybersecurity, IT, legal, finance, enterprise risk management, and compliance teams, assesses the severity and potential materiality of such incidents and, as appropriate, escalates to designated members of our senior management for further assessment, response, and remediation.

Additionally, we have established a Cyber Crisis Management Team, responsible for addressing and responding to the most severe cyber incidents.

If warranted, senior management notifies the Audit Committee and/or the full Board of Directors, as appropriate.

Throughout this process, the CDC continues to investigate the incident and, as its understanding of the incident evolves, updates its severity assessment, as necessary.

We engage third-party security experts, assessors, and consultants, as appropriate, to assess our cybersecurity risk management processes; support our ongoing certification efforts; help identify areas for continued focus, improvement, and compliance; and support incident response functions, to the extent necessary, all of which support our cybersecurity program.

From time to time, we conduct third-party-administered, as well as internally administered, tabletop exercises, which simulate cybersecurity threats, to assess our existing cybersecurity infrastructure and incident response processes.

We also periodically conduct offensive security assessments and vulnerability tests, and continuously monitor our computing environments to gain visibility into our security posture and detect vulnerabilities, abnormalities, or signs of compromise.

In addition to monitoring risks from threats to our own assets, we administer third-party risk management practices that endeavor to help identify and manage supply chain and vendor risk arising from some of our key suppliers and other service provider organizations.

We do so in a variety of ways, such as gathering information on third parties’ cybersecurity programs and controls, performing due diligence, undertaking cybersecurity reviews and/or audits, and/or mandating certain contractual requirements, such as notification of cybersecurity incidents.

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

Governance

Our Global CISO, who reports to our Chief Operating and Legal Officer (“COLO”), has principal management-level responsibility for our cybersecurity program, which includes assessing and managing our cybersecurity risks, along with developing and implementing cybersecurity processes, policies, and controls that are used for managing cybersecurity risk across the Company.

Our Global CISO is supported by the CISO of Cyber Defense and the CISO of Cyber Governance – both of whom have extensive experience in private sector cybersecurity roles – and a team of cybersecurity professionals with relevant educational and industry experience.

The Global CISO periodically meets with the Cyber Governance and Incident Disclosure Committee, our enterprise risk management function and chief-level executives to discuss cybersecurity risks, as well as related mitigation and remediation activities.

The CDC monitors the prevention, detection, investigation, mitigation, response to, and remediation of cybersecurity incidents, and regularly reports to our CISO of Cyber Defense, who then subsequently reports to the Global CISO.

Our Board of Directors is responsible for overseeing cybersecurity risk, primarily through the Audit Committee.

Cybersecurity reviews by the Audit Committee and the Board of Directors are scheduled to occur at least quarterly and annually, respectively, or more frequently, as deemed necessary or advisable.

Such presentations to the Audit Committee and Board of Directors, as applicable, are made by our COLO and Global CISO and address topics such as cybersecurity threats, incidents, risks, results from internal and third-party assessments, progress towards risk-mitigation goals, the functioning of our incident response program, and regulatory developments.

At times, the Audit Committee may receive additional cybersecurity risk reviews from other members of management and/or internal cybersecurity experts on certain of our key business segments and products.

The Audit Committee regularly reports to our Board of Directors regarding the committee’s oversight of such cybersecurity matters.

Additionally, the COLO and Global CISO may provide ad hoc updates to the Board of Directors and/or the Audit Committee if necessitated by a security incident or other significant developments.

HPE, like all organizations operating in the technology landscape, faces significant and persistent cybersecurity risks.

To date, no risks from cybersecurity threats, including as a result of any previous cybersecurity incident, have materially affected us, including our business strategy, results of operations, or financial condition.

Notwithstanding our cybersecurity program, we may not be successful in identifying a cybersecurity risk or preventing or mitigating a cybersecurity incident or vulnerability, which if realized, could reasonably likely materially affect us.

Not applicable.

As of October 31, [removed: 2023,] [added: 2024,] we owned or leased approximately 11 million square feet of space worldwide, which included 3 million square feet of vacated space.

Substantially all of our properties are utilized in whole or in part by our [removed: Compute, HPC & AI, Storage,] [added: Server, Hybrid Cloud,] and Intelligent Edge segments.

| | | | As of October 31, 2024 | | | | | | | | | | | | | | |

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

| | | | As of October 31, 2023 | | | | | | | | | | | | | | |

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

[Table of Content](#i579f0edbe0b2449cbe57750e40f18b69_7)

The common stock of Hewlett Packard Enterprise is listed on the New York Stock Exchange [removed: (“NYSE”)] with the ticker symbol “HPE.”

As of December [removed: 11, 2023,] [added: 9, 2024,] there were [removed: 45,876] [added: 43,102] stockholders of record of Hewlett Packard Enterprise common stock.

During fiscal [removed: 2023,] [added: 2024,] we paid a quarterly dividend of [removed: $0.12] [added: $0.13] per share [added: of common stock] to our [removed: shareholders.][added: holders of common stock.]

On [removed: November 28, 2023] [added: December 5, 2024] we declared a quarterly dividend of $0.13 per [removed: share,] [added: share of common stock,] payable on January [removed: 11, 2024,] [added: 16, 2025,] to stockholders of record as of the close of business on December [removed: 13, 2023.][added: 20, 2024.]

The payment of any dividends in the [removed: future,] [added: future on shares of our common stock] and [added: our Preferred Stock, and] the timing and amount thereof, is within the [added: sole] discretion of our Board of Directors.

| Fourth Quarter of Fiscal [removed: 2023] [added: 2024] | | | | | | Total Number of Shares Purchased and Settled | | | | | | Average Price Paid per Share | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | | | | Approximate Dollar Value of Shares that May Yet Be Purchased under the Plans or Programs | | |

As of October 31, [removed: 2023,] [added: 2024,] the Company had a remaining authorization of approximately [removed: $1.0] [added: $0.8] billion for future share repurchases.

This graph covers the period from October 31, [removed: 2018] [added: 2019] through October 31, [removed: 2023.][added: 2024.]

This graph assumes the investment of $100 in the stock or the index on October 31, [removed: 2018] [added: 2019] (and the reinvestment of dividends thereafter).

[removed: ][added: ]

| | | | [removed: 10/2018] [added: 10/2019] | | | | | | [removed: 10/2019] [added: 10/2020] | | | | | | [removed: 10/2020] [added: 10/2021] | | | | | | [removed: 10/2021] [added: 10/2022] | | | | | | [removed: 10/2022] [added: 10/2023] | | | | | | [removed: 10/2023] [added: 10/2024] | | |

We also declared a cash dividend of $0.82604167 per share of our 7.625% Series C Mandatory Convertible Preferred Stock (the “Preferred Stock”), which was paid on December 1, 2024, to holders of record as of the close of business on November 15, 2024.

Furthermore, so long as any share of our Preferred Stock remains outstanding, no dividend on shares of common stock (or any other class of stock junior to the Preferred Stock) shall be declared or paid unless all accumulated and unpaid dividends for all preceding dividend periods for the Preferred Stock have been declared and paid in full in cash, shares of our common stock or a combination thereof, or a sufficient sum of cash or number of shares of our common stock has been set apart for the payment of such dividends, on all outstanding shares of the Preferred Stock.

| Month 1 (August 2024) | | | | | | 115 | | | | | | $ | 19.84 | | | | | 115 | | | | | | $ | 861,886 | |

| Month 2 (September 2024) | | | | | | — | | | | | | — | | | | | | — | | | | | | 861,886 | | |

| Month 3 (October 2024) | | | | | | 2,363 | | | | | | 20.35 | | | | | | 2,363 | | | | | | $ | 813,792 | |

| Total | | | | | | 2,478 | | | | | | $ | 20.33 | | | | | 2,478 | | | | | | | | |

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

| Hewlett Packard Enterprise | | | $ | 100.00 | | | | | $ | 54.88 | | | | | $ | 96.26 | | | | | $ | 96.84 | | | | | $ | 107.55 | | | | | $ | 140.18 | |

| S&P 500 Index | | | $ | 100.00 | | | | | $ | 109.70 | | | | | $ | 156.75 | | | | | $ | 133.82 | | | | | $ | 147.36 | | | | | $ | 203.35 | |

| S&P Information Technology Index | | | $ | 100.00 | | | | | $ | 134.47 | | | | | $ | 197.56 | | | | | $ | 157.53 | | | | | $ | 206.12 | | | | | $ | 311.72 | |

| Month 1 (August 2023) | | | | | | 1,054 | | | | | | $ | 17.24 | | | | | 1,054 | | | | | | $ | 1,001,632 | |

| Month 2 (September 2023) | | | | | | 927 | | | | | | 17.21 | | | | | | 927 | | | | | | 985,676 | | |

| Month 3 (October 2023) | | | | | | 1,302 | | | | | | 16.26 | | | | | | 1,302 | | | | | | $ | 964,514 | |

| Total | | | | | | 3,283 | | | | | | $ | 16.84 | | | | | 3,283 | | | | | | | | |

[Table of Content](#i579f0edbe0b2449cbe57750e40f18b69_7)

| Hewlett Packard Enterprise | | | $ | 100.00 | | | | | $ | 110.91 | | | | | $ | 60.86 | | | | | $ | 106.76 | | | | | $ | 107.41 | | | | | $ | 119.28 | |

| S&P 500 Index | | | $ | 100.00 | | | | | $ | 114.32 | | | | | $ | 125.40 | | | | | $ | 179.19 | | | | | $ | 152.98 | | | | | $ | 168.46 | |

| S&P Information Technology Index | | | $ | 100.00 | | | | | $ | 122.57 | | | | | $ | 164.82 | | | | | $ | 242.15 | | | | | $ | 193.09 | | | | | $ | 252.65 | |

[Table of Conte](#if5e4874f28bf435fa75824a0075aa6e9_7)[n](#if5e4874f28bf435fa75824a0075aa6e9_7)[t](#if5e4874f28bf435fa75824a0075aa6e9_7)

[Table of Content](#i579f0edbe0b2449cbe57750e40f18b69_7)

| [Reports of Independent Registered Public Accounting [removed: Firm](#i579f0edbe0b2449cbe57750e40f18b69_97)] [added: Firm](#if5e4874f28bf435fa75824a0075aa6e9_103)] (PCAOB ID: 42) | | | [removed: [62](#i579f0edbe0b2449cbe57750e40f18b69_97)] [added: [68](#if5e4874f28bf435fa75824a0075aa6e9_103)] | | |

| [Management's Report on Internal Control Over Financial [removed: Reporting](#i579f0edbe0b2449cbe57750e40f18b69_100)] [added: Reporting](#if5e4874f28bf435fa75824a0075aa6e9_109)] | | | [removed: [65](#i579f0edbe0b2449cbe57750e40f18b69_100)] [added: [71](#if5e4874f28bf435fa75824a0075aa6e9_109)] | | |

| [Consolidated Statements of [removed: Earnings](#i579f0edbe0b2449cbe57750e40f18b69_103)] [added: Earnings](#if5e4874f28bf435fa75824a0075aa6e9_112)] | | | [removed: [66](#i579f0edbe0b2449cbe57750e40f18b69_103)] [added: [72](#if5e4874f28bf435fa75824a0075aa6e9_112)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i579f0edbe0b2449cbe57750e40f18b69_106)] [added: Income](#if5e4874f28bf435fa75824a0075aa6e9_115)] | | | [removed: [67](#i579f0edbe0b2449cbe57750e40f18b69_106)] [added: [73](#if5e4874f28bf435fa75824a0075aa6e9_115)] | | |

| [removed: [Consolidated] [added: | | | In the Consolidated] Balance [removed: Sheets](#i579f0edbe0b2449cbe57750e40f18b69_109)] [added: Sheets] | | | [removed: [68](#i579f0edbe0b2449cbe57750e40f18b69_109)] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| [Consolidated Statements of Cash [removed: Flows](#i579f0edbe0b2449cbe57750e40f18b69_112)] [added: Flows](#if5e4874f28bf435fa75824a0075aa6e9_121)] | | | [removed: [69](#i579f0edbe0b2449cbe57750e40f18b69_112)] [added: [75](#if5e4874f28bf435fa75824a0075aa6e9_121)] | | |

| [Consolidated Statements of Stockholders' [removed: Equity](#i579f0edbe0b2449cbe57750e40f18b69_115)] [added: Equity](#if5e4874f28bf435fa75824a0075aa6e9_124)] | | | [removed: [70](#i579f0edbe0b2449cbe57750e40f18b69_115)] [added: [76](#if5e4874f28bf435fa75824a0075aa6e9_124)] | | |

[removed: | [Notes] [added: Notes] to Consolidated Financial [removed: Statements](#i579f0edbe0b2449cbe57750e40f18b69_118) | | | [71](#i579f0edbe0b2449cbe57750e40f18b69_118) | | |][added: Statements (Continued)]

| [Note 1: Overview and Summary of Significant Accounting [removed: Policies](#i579f0edbe0b2449cbe57750e40f18b69_121)] [added: Policies](#if5e4874f28bf435fa75824a0075aa6e9_130)] | | | [removed: [71](#i579f0edbe0b2449cbe57750e40f18b69_121)] [added: [78](#if5e4874f28bf435fa75824a0075aa6e9_130)] | | |

| [Note 2: Segment [removed: Information](#i579f0edbe0b2449cbe57750e40f18b69_124)] [added: Information](#if5e4874f28bf435fa75824a0075aa6e9_133)] | | | [removed: [80](#i579f0edbe0b2449cbe57750e40f18b69_124)] [added: [88](#if5e4874f28bf435fa75824a0075aa6e9_133)] | | |

| [Note 3: Transformation [removed: Programs](#i579f0edbe0b2449cbe57750e40f18b69_127)] [added: Programs](#if5e4874f28bf435fa75824a0075aa6e9_136)] | | | [removed: [84](#i579f0edbe0b2449cbe57750e40f18b69_127)] [added: [91](#if5e4874f28bf435fa75824a0075aa6e9_136)] | | |

| [Note 4: Retirement and Post-Retirement Benefit [removed: Plans](#i579f0edbe0b2449cbe57750e40f18b69_130)] [added: Plans](#if5e4874f28bf435fa75824a0075aa6e9_139)] | | | [removed: [85](#i579f0edbe0b2449cbe57750e40f18b69_130)] [added: [92](#if5e4874f28bf435fa75824a0075aa6e9_139)] | | |

| [Note 5: Stock-Based [removed: Compensation](#i579f0edbe0b2449cbe57750e40f18b69_133)] [added: Compensation](#if5e4874f28bf435fa75824a0075aa6e9_142)] | | | [removed: [93](#i579f0edbe0b2449cbe57750e40f18b69_133)] [added: [99](#if5e4874f28bf435fa75824a0075aa6e9_142)] | | |

| [Note 7: Balance Sheet [removed: Details](#i579f0edbe0b2449cbe57750e40f18b69_139)] [added: Details](#if5e4874f28bf435fa75824a0075aa6e9_148)] | | | [removed: [99](#i579f0edbe0b2449cbe57750e40f18b69_139)] [added: [106](#if5e4874f28bf435fa75824a0075aa6e9_148)] | | |

| [Note 8: Accounting for Leases as a [removed: Lessee](#i579f0edbe0b2449cbe57750e40f18b69_142)] [added: Lessee](#if5e4874f28bf435fa75824a0075aa6e9_151)] | | | [removed: [102](#i579f0edbe0b2449cbe57750e40f18b69_142)] [added: [110](#if5e4874f28bf435fa75824a0075aa6e9_151)] | | |

| [Note 9: Accounting for Leases as a [removed: Lessor](#i579f0edbe0b2449cbe57750e40f18b69_145)] [added: Lessor](#if5e4874f28bf435fa75824a0075aa6e9_154)] | | | [removed: [103](#i579f0edbe0b2449cbe57750e40f18b69_145)] [added: [111](#if5e4874f28bf435fa75824a0075aa6e9_154)] | | |

| [Note 11: Goodwill and Intangible [removed: Assets](#i579f0edbe0b2449cbe57750e40f18b69_151)] [added: Assets](#if5e4874f28bf435fa75824a0075aa6e9_160)] | | | [removed: [109](#i579f0edbe0b2449cbe57750e40f18b69_151)] [added: [117](#if5e4874f28bf435fa75824a0075aa6e9_160)] | | |

| [Note 16: Net Earnings Per [removed: Share](#i579f0edbe0b2449cbe57750e40f18b69_166)] [added: Share](#if5e4874f28bf435fa75824a0075aa6e9_175)] | | | [removed: [122](#i579f0edbe0b2449cbe57750e40f18b69_166)] [added: [132](#if5e4874f28bf435fa75824a0075aa6e9_175)] | | |

[removed: | [Note] [added: Note] 17: [removed: Litigation] [added: Litigation, Contingencies,] and [removed: Contingencies](#i579f0edbe0b2449cbe57750e40f18b69_169) | | | [122](#i579f0edbe0b2449cbe57750e40f18b69_169) | | |][added: Commitments]

[removed: | [Note] [added: Note] 18: [removed: Guarantees, Indemnifications] [added: Guarantees] and [removed: Warranties](#i579f0edbe0b2449cbe57750e40f18b69_172) | | | [125](#i579f0edbe0b2449cbe57750e40f18b69_172) | | |][added: Indemnifications]

To the Stockholders and [added: the] Board of Directors of Hewlett Packard Enterprise Company

We have audited the accompanying consolidated balance sheets of Hewlett Packard Enterprise Company and subsidiaries (“the Company”) as of October 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of earnings, comprehensive income, stockholders' equity and cash flows for each of the three years in the period ended October 31, [removed: 2023,] [added: 2024,] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at October 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended October 31, [removed: 2023,] [added: 2024,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company's internal control over financial reporting as of October 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated December [removed: 22, 2023,] [added: 19, 2024] expressed an unqualified opinion thereon.

| Description of the matter | | | | | | At October 31, [removed: 2023,] [added: 2024,] the Company’s goodwill was $18 billion, of which [removed: $7.7 billion related to the Compute reporting unit and $2.9] [added: $4.8] billion related to the [removed: High Performance Computing and Artificial Intelligence (“HPC & AI”)] [added: Hybrid Cloud] reporting unit. As discussed in Note 11 to the consolidated financial statements, goodwill is tested for impairment at least annually at the reporting unit level and more frequently when warranted based on indicators of impairment. Auditing management’s goodwill impairment test for the [removed: Compute and HPC & AI] [added: Hybrid Cloud] reporting [removed: units] [added: unit] was complex and highly judgmental due to the significant estimation required to determine the fair value of the reporting [removed: units.] [added: unit.] In particular, the fair value estimates of the [removed: Compute and HPC & AI] [added: Hybrid Cloud] reporting [removed: units were] [added: unit was] sensitive to significant assumptions, such as [removed: changes in] the [removed: weighted average cost of capital,] [added: terminal] revenue growth [removed: rate, operating margin] [added: rate] and [removed: terminal value,] [added: operating margin,] which are affected by expectations about future market or economic conditions. | | |

| How we addressed the matter in our audit | | | | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s goodwill impairment review process, including controls over the significant assumptions described above. To test the estimated fair value of the Company’s [removed: Compute and HPC & AI] [added: Hybrid Cloud] reporting [removed: units,] [added: unit,] we performed audit procedures that included, among others, assessing methodologies and testing the significant assumptions discussed above and the underlying data used by the Company in its analysis. We compared the significant assumptions used by management to current industry and economic trends and evaluated whether changes to the Company’s business model, product mix and other factors would affect the significant assumptions. We assessed the historical accuracy of management’s estimates and performed sensitivity analyses of significant assumptions to evaluate the changes in the fair value of the reporting [removed: units] [added: unit] that would result from changes in the assumptions. In addition, we tested management’s reconciliation of the fair value of all the reporting units to the market capitalization of the Company. We involved our valuation professionals to evaluate the application of valuation methodologies in the Company’s annual impairment test. | | |

| Description of the matter | | | | | | As described in Note 1 to the consolidated financial statements, the Company recognizes revenue for sales to its customers after deducting management’s estimates of variable consideration which may include various rebates, volume-based discounts, price protection, and other incentive programs that are offered to customers, partners, and distributors. Estimated variable consideration is presented within other accrued liabilities on the consolidated balance sheet and totaled [removed: $1.1] [added: $1.0] billion at October 31, [removed: 2023.] [added: 2024.] Auditing the estimates of variable consideration associated with [removed: rebates] [added: rebates, specifically within the Intelligent Edge segment,] was complex and judgmental due to the level of uncertainty involved in management’s estimate of expected usage of these programs. | | |

| How we addressed the matter in our audit | | | | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s process for estimating rebates, including controls over the significant assumptions described above. To test the Company’s determination of variable consideration we performed audit procedures that included, among others, evaluating the methodologies, testing the significant assumptions discussed above and testing the completeness and accuracy of the underlying data used by the Company in its analyses. We compared the significant assumptions to historical experience of the Company to develop an expectation of the rebates associated with product remaining in the distribution channel at October 31, [removed: 2023,] [added: 2024,] which we compared to management’s recorded amount. In addition, we inspected the underlying agreements and compared the incentive rates used in the Company’s analyses with contractual rates. We assessed the historical accuracy of management’s estimates by comparing previous estimates of rebate liabilities to the amount of actual payments in subsequent periods. | | |

We have audited Hewlett Packard Enterprise Company and subsidiaries’ internal control over financial reporting as of October 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Hewlett Packard Enterprise Company and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of October 31, [removed: 2023,] [added: 2024,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of October 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of earnings, comprehensive income, stockholders' equity and cash flows for each of the three years in the period ended October 31, [removed: 2023,] [added: 2024,] and the related notes and our report dated December [removed: 22, 2023,] [added: 19, 2024] expressed an unqualified opinion thereon.

Hewlett Packard Enterprise's management assessed the effectiveness of Hewlett Packard Enterprise's internal control over financial reporting as of October 31, [removed: 2023,] [added: 2024,] utilizing the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013 framework).

Based on the assessment by Hewlett Packard Enterprise's management, we determined that Hewlett Packard Enterprise's internal control over financial reporting was effective as of October 31, [removed: 2023.][added: 2024.]

The effectiveness of Hewlett Packard Enterprise's internal control over financial reporting as of October 31, [removed: 2023] [added: 2024] has been audited by Ernst & Young LLP, Hewlett Packard Enterprise's independent registered public accounting firm, as stated in their report on the preceding pages.

| Antonio F. Neri *President and Chief Executive Officer* [added: *(Principal Executive Officer)*] | | | | | | [removed: Jeremy K. Cox *Senior] [added: Marie Myers *Executive] Vice [removed: President,* *Chief Financial Officer, Corporate Controller, Chief Tax Officer,] [added: President] and [removed: Principal Accounting] [added: Chief Financial] Officer* [added: *(Principal Financial Officer)*] | | |

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Products | | | $ | [removed: 18,100] [added: 18,587] | | | | | $ | [removed: 17,794] [added: 18,100] | | | | | $ | [removed: 17,011] [added: 17,794] | |

| Services | | | [removed: 10,488] [added: 10,872] | | | | | | [removed: 10,219] [added: 10,488] | | | | | | [removed: 10,279] [added: 10,219] | | |

| Financing income | | | [removed: 547] [added: 668] | | | | | | [removed: 483] [added: 547] | | | | | | [removed: 494] [added: 483] | | |

| Total net revenue | | | [removed: 29,135] [added: 30,127] | | | | | | [removed: 28,496] [added: 29,135] | | | | | | [removed: 27,784] [added: 28,496] | | |

| [Notes to Consolidated Financial Statements](#if5e4874f28bf435fa75824a0075aa6e9_127) | | | [78](#if5e4874f28bf435fa75824a0075aa6e9_127) | | |

| [Note 6: Taxes on Earnings](#if5e4874f28bf435fa75824a0075aa6e9_145) | | | [101](#if5e4874f28bf435fa75824a0075aa6e9_145) | | |

| [Note 10: Acquisitions and Dispositions](#if5e4874f28bf435fa75824a0075aa6e9_157) | | | [115](#if5e4874f28bf435fa75824a0075aa6e9_157) | | |

| [Note 12: Fair Value](#if5e4874f28bf435fa75824a0075aa6e9_163) | | | [119](#if5e4874f28bf435fa75824a0075aa6e9_163) | | |

| [Note 13: Financial Instruments](#if5e4874f28bf435fa75824a0075aa6e9_166) | | | [122](#if5e4874f28bf435fa75824a0075aa6e9_166) | | |

| [Note 14: Borrowings](#if5e4874f28bf435fa75824a0075aa6e9_169) | | | [127](#if5e4874f28bf435fa75824a0075aa6e9_169) | | |

| [Note 15: Stockholders' Equity](#if5e4874f28bf435fa75824a0075aa6e9_172) | | | [130](#if5e4874f28bf435fa75824a0075aa6e9_172) | | |

| [Note 19: Equity Interests](#if5e4874f28bf435fa75824a0075aa6e9_187) | | | [137](#if5e4874f28bf435fa75824a0075aa6e9_187) | | |

Unless otherwise stated or the context otherwise indicates, all references in this Annual Report on Form 10-K to “HPE,” or “the Company” mean Hewlett Packard Enterprise Company and its consolidated subsidiaries.

| | | | | | | | | |

December 19, 2024

To the Stockholders and the Board of Directors of Hewlett Packard Enterprise Company

December 19, 2024

| | | | | | | | | |

| /s/ Antonio F. Neri | | | | | | /s/ Marie Myers | | |

| December 19, 2024 | | | | | | December 19, 2024 | | |

| Cost of products (exclusive of amortization shown separately below) | | | 12,961 | | | | | | 11,958 | | | | | | 12,463 | | |

| Cost of services (exclusive of amortization shown separately below) | | | 6,793 | | | | | | 6,555 | | | | | | 6,217 | | |

| Gain on sale of equity interest | | | 733 | | | | | | — | | | | | | — | | |

| Net earnings attributable to HPE | | | 2,579 | | | | | | 2,025 | | | | | | 868 | | |

| Preferred stock dividends | | | (25) | | | | | | — | | | | | | — | | |

| Net earnings attributable to common stockholders | | | $ | 2,554 | | | | | $ | 2,025 | | | | | $ | 868 | |

| Net earnings attributable to HPE | | | $ | 2,579 | | | | | $ | 2,025 | | | | | $ | 868 | |

| | | | 8 | | | | | | 1 | | | | | | (16) | | |

| | | | (99) | | | | | | (61) | | | | | | 47 | | |

| | | | 172 | | | | | | 48 | | | | | | (155) | | |

| Net losses arising during the period | | | (23) | | | | | | (32) | | | | | | (146) | | |

| Net loss reclassified into earnings | | | 32 | | | | | | — | | | | | | — | | |

| | | | 9 | | | | | | (32) | | | | | | (146) | | |

| | | | 2024 | | | | | | 2023 | | |

| Assets held for sale | | | 1 | | | | | | — | | |

| Liabilities held for sale | | | 32 | | | | | | — | | |

| 7.625% Series C mandatory convertible preferred stock, $0.01 par value (30,000,000 issued and outstanding at October 31, 2024) | | | — | | | | | | — | | |

| Net earnings attributable to HPE | | | $ | 2,579 | | | | | $ | 2,025 | | | | | $ | 868 | |

| Gain on sale of equity interest | | | (733) | | | | | | — | | | | | | — | | |

| Proceeds from issuance of 7.625% Series C mandatory convertible preferred stock, net of issuance costs | | | 1,462 | | | | | | — | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| [Note 6: Taxes on Earnings](#i579f0edbe0b2449cbe57750e40f18b69_136) | | | [95](#i579f0edbe0b2449cbe57750e40f18b69_136) | | |

| [Note 10: Acquisitions](#i579f0edbe0b2449cbe57750e40f18b69_148) | | | [107](#i579f0edbe0b2449cbe57750e40f18b69_148) | | |

| [Note 12: Fair Value](#i579f0edbe0b2449cbe57750e40f18b69_154) | | | [110](#i579f0edbe0b2449cbe57750e40f18b69_154) | | |

| [Note 13: Financial Instruments](#i579f0edbe0b2449cbe57750e40f18b69_157) | | | [113](#i579f0edbe0b2449cbe57750e40f18b69_157) | | |

| [Note 14: Borrowings](#i579f0edbe0b2449cbe57750e40f18b69_160) | | | [118](#i579f0edbe0b2449cbe57750e40f18b69_160) | | |

| [Note 15: Stockholders' Equity](#i579f0edbe0b2449cbe57750e40f18b69_163) | | | [121](#i579f0edbe0b2449cbe57750e40f18b69_163) | | |

| [Note 19: Commitments](#i579f0edbe0b2449cbe57750e40f18b69_175) | | | [126](#i579f0edbe0b2449cbe57750e40f18b69_175) | | |

| [Note 20: Equity Method Investments](#i579f0edbe0b2449cbe57750e40f18b69_178) | | | [127](#i579f0edbe0b2449cbe57750e40f18b69_178) | | |

December 22, 2023

| /s/ ANTONIO F. NERI | | | | | | /s/ JEREMY K. COX | | |

| December 22, 2023 | | | | | | December 22, 2023 | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Cost of products | | | 11,958 | | | | | | 12,463 | | | | | | 11,892 | | |

| Cost of services | | | 6,555 | | | | | | 6,217 | | | | | | 6,304 | | |

| Tax indemnification and other adjustments | | | 55 | | | | | | (67) | | | | | | 65 | | |

| Litigation judgment | | | — | | | | | | — | | | | | | 2,351 | | |

| | | | 1 | | | | | | (16) | | | | | | (3) | | |

| | | | (61) | | | | | | 47 | | | | | | 106 | | |

| | | | 48 | | | | | | (155) | | | | | | 1,048 | | |

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | In millions, except number of shares in thousands | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance at October 31, 2020 | | | 1,287,010 | | | | | | $ | 13 | | | | | $ | 28,350 | | | | | $ | (8,375) | | | | | $ | (3,939) | | | | | $ | 16,049 | | | | | $ | 47 | | | | | $ | 16,096 | |

| Net earnings | | | | | | | | | | | | | | | | | | | | | 3,427 | | | | | | | | | | | | 3,427 | | | | | | 9 | | | | | | 3,436 | | |

| Comprehensive income | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 4,451 | | | | | | 9 | | | | | | 4,460 | | |

| Effects of adoption of ASC 326, Current expected credit losses | | | | | | | | | | | | | | | | | | | | | (25) | | | | | | | | | | | | (25) | | | | | | | | | | | | (25) | | |

Effective as of the beginning of the first quarter of fiscal 2023, in order to align its segment financial reporting more closely with its current business structure, the Company implemented an organizational change with the transfer of certain storage networking products, previously reported within the Storage reportable segment, to the Compute reportable segment.

The Company reflected these changes to its segment information retrospectively to the earliest period presented, which primarily resulted in the realignment of net revenue and operating profit for each of the segments as described above.

The conflict between Russia and Ukraine and the related sanctions imposed by the U.S., European Union and other countries in response have negatively impacted the Company's operations in both countries and increased economic and political uncertainty across the world.

In response to the sanctions imposed, in February 2022, the Company suspended all new sales and shipments to Russia and Belarus and implemented compliance measures to address the continuously changing regulatory landscape.

The standalone selling price (“SSP”) is the price at which an entity would sell a promised product or service separately to a customer.

The Company generally places financing receivables on non-accrual status, which is the

On retirement or disposition, the asset cost and related

acquired entity based on their fair values at the acquisition date.

The Company used the qualitative assessment for the Athonet and OpsRamp reporting units.

Basis

During the fiscal quarter ended October 31, [removed: 2023,] [added: 2024,] none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408.

[removed: HPE does not plan to engage in any further] transactions with this entity, except wind down activities that are authorized by OFAC going forward.

The Company filed a Corrected Certificate of Designations with the Secretary of State of the State of Delaware on December 17, 2024, to correct a scrivener’s error in the Certificate of Designations that was previously filed with the Secretary of State of the State of Delaware on September 12, 2024, governing the powers, preferences and rights of the 7.625% Series C Mandatory Convertible Preferred Stock.

This newly filed Corrected Certificate of Designations is attached hereto as Exhibit 3.8.

HPE does not plan to engage in any further

The following information will be included in Hewlett Packard Enterprise's Proxy Statement related to its [removed: 2024] [added: 2025] Annual Meeting of Stockholders to be filed within 120 days after Hewlett Packard Enterprise's fiscal year end of October 31, [removed: 2023] [added: 2024] (the “Proxy Statement”) and is incorporated herein by reference:

Hewlett Packard Enterprise has adopted insider trading policies and procedures applicable to our directors, officers, and employees, that we believe are reasonably designed to promote compliance with insider trading laws, rules, and regulations, and the listing standards of the New York Stock Exchange.

Our insider trading policy, among other things, (i) prohibits our employees and related persons and entities from trading in securities of Hewlett Packard Enterprise and certain other companies while in possession of material, non-public information, (ii) prohibits our employees from disclosing material, non-public information of Hewlett Packard Enterprise, or another publicly traded company, to others who may trade on the basis of that information, and (iii) requires that certain designated individuals and roles of the Company only transact in Hewlett Packard Enterprise securities during an open window period, subject to limited exceptions.

A copy of our insider trading policy is filed as Exhibit 19 to this Form 10-K.

| [Report of Independent Registered Public Accounting [removed: Firm](#i579f0edbe0b2449cbe57750e40f18b69_97)] [added: Firm](#if5e4874f28bf435fa75824a0075aa6e9_103)] | | | [removed: [62](#i579f0edbe0b2449cbe57750e40f18b69_97)] [added: [68](#if5e4874f28bf435fa75824a0075aa6e9_103)] | | |

| [Consolidated Statements of [removed: Earnings](#i579f0edbe0b2449cbe57750e40f18b69_103)] [added: Earnings](#if5e4874f28bf435fa75824a0075aa6e9_112)] | | | [removed: [66](#i579f0edbe0b2449cbe57750e40f18b69_103)] [added: [72](#if5e4874f28bf435fa75824a0075aa6e9_112)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i579f0edbe0b2449cbe57750e40f18b69_106)] [added: Income](#if5e4874f28bf435fa75824a0075aa6e9_115)] | | | [removed: [67](#i579f0edbe0b2449cbe57750e40f18b69_106)] [added: [73](#if5e4874f28bf435fa75824a0075aa6e9_115)] | | |

| [Consolidated Balance [removed: Sheets](#i579f0edbe0b2449cbe57750e40f18b69_109)] [added: Sheets](#if5e4874f28bf435fa75824a0075aa6e9_118)] | | | [removed: [68](#i579f0edbe0b2449cbe57750e40f18b69_109)] [added: [74](#if5e4874f28bf435fa75824a0075aa6e9_118)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i579f0edbe0b2449cbe57750e40f18b69_112)] [added: Flows](#if5e4874f28bf435fa75824a0075aa6e9_121)] | | | [removed: [69](#i579f0edbe0b2449cbe57750e40f18b69_112)] [added: [75](#if5e4874f28bf435fa75824a0075aa6e9_121)] | | |

| [Consolidated Statements of Stockholders' [removed: Equity](#i579f0edbe0b2449cbe57750e40f18b69_115)] [added: Equity](#if5e4874f28bf435fa75824a0075aa6e9_124)] | | | [removed: [70](#i579f0edbe0b2449cbe57750e40f18b69_115)] [added: [76](#if5e4874f28bf435fa75824a0075aa6e9_124)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i579f0edbe0b2449cbe57750e40f18b69_118)] [added: Statements](#if5e4874f28bf435fa75824a0075aa6e9_127)] | | | [removed: [71](#i579f0edbe0b2449cbe57750e40f18b69_118)] [added: [78](#if5e4874f28bf435fa75824a0075aa6e9_127)] | | |

| 2.1 | | | | | | [Separation and Distribution Agreement, dated as of October 31, 2015, by and among Hewlett-Packard Company, Hewlett Packard Enterprise Company and the Other Parties [removed: Thereto](http://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex21.htm)] [added: Thereto](https://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex21.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.1 | | | | | | November 5, 2015 | | |

| 2.2 | | | | | | [Transition Services Agreement, dated as of November 1, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise [removed: Company](http://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex22.htm)] [added: Company](https://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex22.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.2 | | | | | | November 5, 2015 | | |

| 2.3 | | | | | | [Employee Matters Agreement, dated as of October 31, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise [removed: Company](http://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex24.htm)] [added: Company](https://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex24.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.4 | | | | | | November 5, 2015 | | |

| 2.4 | | | | | | [Real Estate Matters Agreement, dated as of October 31, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise [removed: Company](http://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex25.htm)] [added: Company](https://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex25.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.5 | | | | | | November 5, 2015 | | |

| 2.5 | | | | | | [Master Commercial Agreement, dated as of November 1, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise [removed: Company](http://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex26.htm)] [added: Company](https://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex26.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.6 | | | | | | November 5, 2015 | | |

| 2.6 | | | | | | [Information Technology Service Agreement, dated as of November 1, 2015, by and between Hewlett-Packard Company and HP Enterprise Services, [removed: LLC](http://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex27.htm)] [added: LLC](https://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex27.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.7 | | | | | | November 5, 2015 | | |

| 2.7 | | | | | | [Agreement and Plan of Merger, dated as of May 24, 2016, by and among Hewlett Packard Enterprise Company, Everett SpinCo, Inc., Computer Sciences Corporation, and Everett Merger Sub, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1645590/000110465916123518/a16-12150_2ex2d1.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1645590/000110465916123518/a16-12150_2ex2d1.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.1 | | | | | | May 26, 2016 | | |

| 2.8 | | | | | | [Separation and Distribution Agreement, dated as of May 24, 2016, by and between Hewlett Packard Enterprise Company and Everett SpinCo, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1645590/000110465916123518/a16-12150_2ex2d2.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1645590/000110465916123518/a16-12150_2ex2d2.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.2 | | | | | | May 26, 2016 | | |

| 2.9 | | | | | | [Agreement and Plan of Merger, dated as of September 7, 2016, by and among Hewlett Packard Enterprise Company, Seattle SpinCo, Inc., Micro Focus International plc, Seattle Holdings, Inc. and Seattle MergerSub, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1645590/000119312516703457/d251902dex21.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1645590/000119312516703457/d251902dex21.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.1 | | | | | | September 7, 2016 | | |

| 2.10 | | | | | | [Separation and Distribution Agreement, dated as of September 7, 2016, by and between Hewlett Packard Enterprise Company and Seattle SpinCo, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1645590/000119312516703457/d251902dex22.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1645590/000119312516703457/d251902dex22.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.2 | | | | | | September 7, 2016 | | |

| [removed: 2.11] [added: 2.20] | | | | | | [removed: [Employee] [added: [Tax] Matters Agreement, dated [removed: as of] September [removed: 7, 2016,] [added: 1, 2017,] by and [removed: between] [added: among] Hewlett Packard Enterprise Company, Seattle SpinCo, [removed: Inc.] [added: Inc.,] and Micro Focus International [removed: plc](http://www.sec.gov/Archives/edgar/data/1645590/000119312516703457/d251902dex23.htm)] [added: plc](https://www.sec.gov/Archives/edgar/data/1645590/000156761917001826/s001851x1_ex2-1.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | [removed: 2.3] [added: 2.1] | | | | | | September [removed: 7, 2016] [added: 1, 2017] | | |

| [removed: 2.12] [added: 2.11] | | | | | | [First Amendment to the Agreement and Plan of Merger, dated as of November 2, 2016, by and among Hewlett Packard Enterprise Company, Everett SpinCo, Inc., New Everett Merger Sub Inc., Computer Sciences Corporation, and Everett Merger Sub, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1645590/000110465916154181/a16-20762_1ex2d1.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1645590/000110465916154181/a16-20762_1ex2d1.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.1 | | | | | | November 2, 2016 | | |

| [removed: 2.13] [added: 2.12] | | | | | | [First Amendment to the Separation and Distribution Agreement, dated as of November 2, 2016, by and between Hewlett Packard Enterprise Company and Everett SpinCo, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1645590/000110465916154181/a16-20762_1ex2d2.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1645590/000110465916154181/a16-20762_1ex2d2.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.2 | | | | | | November 2, 2016 | | |

| [removed: 2.14] [added: 2.13] | | | | | | [Agreement and Plan of Merger, dated as of March 6, 2017, by and among Hewlett Packard Enterprise Company, Nebraska Merger Sub, Inc., and Nimble Storage, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1645590/000119312517072462/d351864dex991.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1645590/000119312517072462/d351864dex991.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 99.1 | | | | | | March 7, 2017 | | |

| [removed: 2.15] [added: 2.14] | | | | | | [Tender and Support Agreement, dated as of March 6, 2017, by and among Hewlett Packard Enterprise Company, Nebraska Merger Sub, Inc. and each of the persons set forth on Schedule A [removed: thereto](http://www.sec.gov/Archives/edgar/data/1645590/000119312517072462/d351864dex992.htm)] [added: thereto](https://www.sec.gov/Archives/edgar/data/1645590/000119312517072462/d351864dex992.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 99.2 | | | | | | March 7, 2017 | | |

| 2.16 | | | | | | [removed: [Employee] [added: [IP] Matters Agreement, dated March 31, 2017, by and between Hewlett Packard Enterprise Company, [added: Hewlett Packard Enterprise Development LP, and] Everett SpinCo, [removed: Inc., and Computer Sciences Corporation,](http://www.sec.gov/Archives/edgar/data/1688568/000119312517112036/d250548dex21.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1688568/000119312517112036/d250548dex23.htm)] | | | | | | 8-K | | | | | | 001-38033 | | | | | | [removed: 2.1] [added: 2.3] | | | | | | April 6, 2017 | | |

| [removed: 2.17] [added: 2.15] | | | | | | [Tax Matters Agreement, dated March 31, 2017, by and among Hewlett Packard Enterprise Company, Everett SpinCo, Inc., and Computer Sciences [removed: Corporation](http://www.sec.gov/Archives/edgar/data/1688568/000119312517112036/d250548dex22.htm)] [added: Corporation](https://www.sec.gov/Archives/edgar/data/1688568/000119312517112036/d250548dex22.htm)] | | | | | | 8-K | | | | | | 001-38033 | | | | | | 2.2 | | | | | | April 6, 2017 | | |

| 2.18 | | | | | | [removed: [IP] [added: [Real Estate] Matters Agreement, dated March 31, 2017, by and between Hewlett Packard Enterprise [removed: Company, Hewlett Packard Enterprise Development LP,] [added: Company] and Everett SpinCo, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1688568/000119312517112036/d250548dex23.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1688568/000119312517112036/d250548dex25.htm)] | | | | | | 8-K | | | | | | 001-38033 | | | | | | [removed: 2.3] [added: 2.5] | | | | | | April 6, 2017 | | |

| [removed: 2.19] [added: 2.17] | | | | | | [Transition Services Agreement, dated March 31, 2017, by and between Hewlett Packard Enterprise Company and Everett SpinCo, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1688568/000119312517112036/d250548dex24.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1688568/000119312517112036/d250548dex24.htm)] | | | | | | 8-K | | | | | | 001-38033 | | | | | | 2.4 | | | | | | April 6, 2017 | | |

| [removed: 2.20] [added: 2.19] | | | | | | [removed: [Real Estate Matters] [added: [Fourth Amendment to the Separation and Distribution] Agreement, dated March 31, 2017, by and between Hewlett Packard Enterprise Company and Everett SpinCo, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1688568/000119312517112036/d250548dex25.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1688568/000119312517112036/d250548dex26.htm)] | | | | | | 8-K | | | | | | 001-38033 | | | | | | [removed: 2.5] [added: 2.6] | | | | | | April 6, 2017 | | |

| 2.22 | | | | | | [removed: [Tax Matters] [added: [Transition Services] Agreement, dated September 1, 2017, by and [removed: among] [added: between] Hewlett Packard Enterprise [removed: Company,] [added: Company and] Seattle SpinCo, [removed: Inc., and Micro Focus International plc](http://www.sec.gov/Archives/edgar/data/1645590/000156761917001826/s001851x1_ex2-1.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1645590/000156761917001826/s001851x1_ex2-3.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | [removed: 2.1] [added: 2.3] | | | | | | September 1, 2017 | | |

| [removed: 2.23] [added: 2.21] | | | | | | [Intellectual Property Matters Agreement, dated September 1, 2017, by and between Hewlett Packard Enterprise Company, Hewlett Packard Enterprise Development LP, and Seattle SpinCo, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1645590/000156761917001826/s001851x1_ex2-2.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1645590/000156761917001826/s001851x1_ex2-2.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.2 | | | | | | September 1, 2017 | | |

| [removed: 2.24] [added: 2.23] | | | | | | [removed: [Transition Services] [added: [Real Estate Matters] Agreement, dated September 1, 2017, by and between Hewlett Packard Enterprise Company and Seattle SpinCo, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1645590/000156761917001826/s001851x1_ex2-3.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1645590/000156761917001826/s001851x1_ex2-4.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | [removed: 2.3] [added: 2.4] | | | | | | September 1, 2017 | | |

| [removed: 2.26] [added: 2.24] | | | | | | [Agreement and Plan of Merger, dated as of [removed: May 16, 2019,] [added: January 9, 2024,] by and among [added: Juniper Networks, Inc.,] Hewlett Packard Enterprise Company, [removed: Canopy Merger] [added: and Jasmine Acquisition] Sub, [removed: Inc.,] [added: Inc. (certain schedules] and [removed: Cray Inc.](http://www.sec.gov/Archives/edgar/data/1645590/000110465919030135/a19-10089_1ex2d1.htm)] [added: exhibits omitted pursuant to Regulation S-K Item 601(a)(5)).](https://www.sec.gov/Archives/edgar/data/1645590/000114036124001613/ny20018436x1_ex2-1.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 2.1 | | | | | | [removed: May 17, 2019] [added: January 10, 2024] | | |

| 3.1 | | | | | | [Registrant's Amended and Restated Certificate of [removed: Incorporation](http://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex31.htm)] [added: Incorporation](https://www.sec.gov/Archives/edgar/data/1645590/000119312515368376/d98001dex31.htm)] | | | | | | 8-K | | | | | | 001-37483 | | | | | | 3.1 | | | | | | November 5, 2015 | | |

| 3.2 | | | | | | [removed: [Registrant's](https://www.sec.gov/Archives/edgar/data/1645590/000164559023000097/ex31-hpesecondamendedandre.htm) [Second](https://www.sec.gov/Archives/edgar/data/1645590/000164559023000097/ex31-hpesecondamendedandre.htm) [Amended] [added: [Registrant's Second Amended] and Restated Bylaws effective September [removed: 2](https://www.sec.gov/Archives/edgar/data/1645590/000164559023000097/ex31-hpesecondamendedandre.htm)[7](https://www.sec.gov/Archives/edgar/data/1645590/000164559023000097/ex31-hpesecondamendedandre.htm)[,] [added: 27,] 2023](https://www.sec.gov/Archives/edgar/data/1645590/000164559023000097/ex31-hpesecondamendedandre.htm) | | | | | | 8-K | | | | | | 001-37483 | | | | | | 3.1 | | | | | | September 28, 2023 | | |