ITEM 7.01 Regulation FD Disclosure.
Effective September 22, 2009, Brian T. Gladden, Dell's Chief Financial Officer,
adopted a prearranged trading plan (the "Plan") to sell shares of Dell's common
stock. The Plan was designed to comply with Rule 10b5-1 under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), and Dell's policies
regarding stock transactions. Under Rule 10b5-1, directors, officers and other
persons who are not in possession of material non-public information may adopt a
prearranged plan or contract for the sale of the registrant's securities under
specified conditions and at specified times to achieve prudent and gradual asset
diversification over time.
Mr. Gladden informed Dell that the stock sales to be effected pursuant to the
Plan are part of his personal program for long-term asset diversification and
tax and financial planning. The Plan will not reduce Mr. Gladden's ownership of
Dell's shares below Dell's applicable stock ownership guidelines.
The Plan provides that Mr. Gladden will sell 15,342 shares on December 1, 2009
and 15,342 on March 1, 2010. Shares to be sold are currently held. Shares will
be sold under the Plan in the open market at prevailing market prices, All stock
sales under the Plan will be disclosed publicly in accordance with applicable
securities laws, rules and regulations through appropriate filings with the U.S.
Securities and Exchange Commission.
The information in this Item 7.01 of Dell's Current Report on Form 8-K shall not
be deemed to be incorporated by reference into any registration statement or
other document pursuant to the Securities Act of 1933, as amended, unless such
subsequent filing specifically references this Current Report on Form 8-K.