The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

NAMES OF REPORTING PERSONS

Michael S. Dell

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

SOLE VOTING POWER

-0-

SHARED VOTING POWER

175,514,272 shares of Class A Common Stock (1)

SOLE DISPOSITIVE POWER

-0-

SHARED DISPOSITIVE POWER

175,514,272 shares of Class A Common Stock (1)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

175,514,272 shares of Class A Common Stock (1)

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES  ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

66.9% (2)

TYPE OF REPORTING PERSON

IN

Reflects 175,514,272 shares of Class B common stock of the Issuer (the “Class B Common Stock”) convertible into an equal number of shares of Class A common stock of the Issuer (the “Class A Common Stock”) at any time. Assumes the conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.

Based on 86,916,016 shares of Class A Common Stock issued and outstanding as of November 30, 2018, as reported in the Quarterly Report on Form 10-Q for the quarterly period ended November 2, 2018 filed by the Issuer with the Securities and Exchange Commission (the “SEC”). Assumes the conversion of the Class B Common Stock referred to in footnote 1 into shares of Class A Common Stock.

NAMES OF REPORTING PERSONS

Dell Technologies Inc.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

SOLE VOTING POWER

-0-

SHARED VOTING POWER

175,514,272 shares of Class A Common Stock (1)

SOLE DISPOSITIVE POWER

-0-

SHARED DISPOSITIVE POWER

175,514,272 shares of Class A Common Stock (1)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

175,514,272 shares of Class A Common Stock (1)

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES  ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

66.9% (2)

TYPE OF REPORTING PERSON

CO

Reflects 175,514,272 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. Assumes the conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.

Based on 86,916,016 shares of Class A Common Stock issued and outstanding as of November 30, 2018, as reported in the Quarterly Report on Form 10-Q for the quarterly period ended November 2, 2018 filed by the Issuer with the SEC. Assumes the conversion of the Class B Common Stock referred to in footnote 1 into shares of Class A Common Stock.

NAMES OF REPORTING PERSONS

EMC Corporation

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Massachusetts

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

SOLE VOTING POWER

-0-

SHARED VOTING POWER

175,514,272 shares of Class A Common Stock (1)

SOLE DISPOSITIVE POWER

-0-

SHARED DISPOSITIVE POWER

175,514,272 shares of Class A Common Stock (1)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

175,514,272 shares of Class A Common Stock (1)

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES  ☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

66.9% (2)

TYPE OF REPORTING PERSON

CO

Reflects 175,514,272 shares of Class B Common Stock convertible into an equal number of shares of Class A Common Stock at any time. Assumes the conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.

Based on 86,916,016 shares of Class A Common Stock issued and outstanding as of November 30, 2018, as reported in the Quarterly Report on Form 10-Q for the quarterly period ended November 2, 2018 filed by the Issuer with the SEC. Assumes the conversion of the Class B Common Stock referred to in footnote 1 into shares of Class A Common Stock.

Name of Issuer:

Address of Issuer’s Principal Executive Offices:

Name of Person Filing:

EMC is the record holder of 131,306,110 shares of Class B Common Stock. EMC is indirectly wholly-owned by Dell Technologies through directly and indirectly held wholly-owned subsidiaries of Dell Technologies, consisting of Denali Intermediate Inc. and Dell Inc.

VMware, Inc. (“VMware”) is the record holder of 44,208,162 shares of Class B Common Stock, which constitutes the balance of the Class B Common Stock beneficially owned by the Reporting Persons. EMC, through direct ownership and through the ownership of its direct wholly-owned subsidiary, VMW Holdco LLC, is the beneficial owner of VMware common stock representing a majority of the total voting power of the outstanding shares of all outstanding classes of common stock of VMware.

Address of Principal Business Office or, if none, Residence:

Citizenship:

Title of Class of Securities:

CUSIP No.:

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Ownership.

Amount beneficially owned(1):

Michael S. Dell

Dell Technologies Inc.

EMC Corporation

Percent of class(2):

Michael S. Dell

Dell Technologies Inc.

EMC Corporation

Reflects 175,514,272 shares of Class B Common Stock beneficially owned by each Reporting Person, including 131,306,110 shares of Class B Common Stock owned of record by EMC and 44,208,162 shares of Class B Common Stock owned of record by VMware. Assumes the conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.

Reflects 175,514,272 shares of Class B Common Stock beneficially owned by each Reporting Person. The percent of class shown is based on 86,916,016 shares of Class A Common Stock issued and outstanding as of November 30, 2018, as reported in the Quarterly Report on Form 10-Q for the quarterly period ended November 2, 2018 filed by the Issuer with the Securities and Exchange Commission and assumes the conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.

Number of shares as to which the person has:

Sole power to vote or to direct the vote:

Shared power to vote or to direct the vote(1):

Michael S. Dell

Dell Technologies Inc.

EMC Corporation

Sole power to dispose or to direct the disposition of:

Shared power to dispose or to direct the disposition of(1):

Michael S. Dell

Dell Technologies Inc.

EMC Corporation

Ownership of 5 Percent or Less of a Class.

Ownership of More Than 5 Percent on Behalf of Another Person.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Identification and Classification of Members of the Group.

Notice of Dissolution of Group.

Certifications.

Reflects 175,514,272 shares of Class B Common Stock beneficially owned by each reporting person, including 131,306,110 shares of Class B Common Stock owned of record by EMC and 44,208,162 shares of Class B Common Stock owned of record by VMware. Assumes the conversion of the Class B Common Stock referred to above into shares of Class A Common Stock.

Exhibit

Description of Exhibit

execute any and all filings with respect to Pivotal Software, Inc. required by Michael S. Dell under Section 13 or Section 16 of the Securities Exchange Act of 1934 (the “Act”) (or any similar rule with respect to foreign securities exchanges) or any rule or regulation thereunder (including any amendment, supplement and/or exhibit thereto), for, in the name of, and on behalf of Michael S. Dell;

do and perform any and all acts for, in the name of, and on behalf of Michael S. Dell which such attorney-in-fact and agent determines may be necessary or appropriate to complete and execute any and all such filings, amendments, supplements and/or exhibits, and any and all other document(s) in connection therewith;

file such reports, filings, amendments, supplements, exhibits, and/or documents with any governmental office or agency, whether United States, foreign, state or local government (including, without limitation, the U.S. Securities and Exchange Commission (the “SEC”) and state securities administrators or commissions), or any securities exchange or securities quotation system (including, without limitation, the New York Stock Exchange), as may be required under applicable laws or rules and regulations of any securities exchange or securities quotation system; and

perform any and all other acts that such attorney-in-fact and agent determines may be necessary or appropriate in connection with the foregoing that may be in the best interest of or legally required by Michael S. Dell, granting unto such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite or necessary to be done in and about the premises, as fully to all intents and purposes as Michael S. Dell might or could do in person, hereby ratifying and confirming all that such attorney-in-fact and agent, or such attorney-in-fact and agent’s substitute or substitutes, shall do or cause to be done by virtue hereof.