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SEC filingDell Technologies redomesticated from Delaware to Texas effective July 1, 2026, after shareholder approval, altering security holder rights including a 3% derivative ownership threshold.
Dell Technologies Inc. completed its redomestication from Delaware to Texas effective July 1, 2026, following shareholder approval at the annual meeting on June 25, 2026. The conversion, structured as a tax-free reorganization under Section 368(a)(1)(F), results in no change to the company's headquarters, business, management, or operations. All shares of Class A, B, and C common stock were automatically converted on a one-for-one basis into shares of the Texas corporation, and the trading symbol DELL on the NYSE remains unchanged. Key governance differences include a higher threshold for derivative lawsuits: shareholders must beneficially own at least 3% of outstanding shares to bring a derivative action. The redomestication was approved by overwhelming majorities (over 96% of votes cast) across all classes of stock. This move aligns Dell with Texas corporate law, which may provide different protections and procedures for shareholders and directors.