PVTL / Pivotal Software, Inc. - SEC फाइलिंग, वार्षिक रिपोर्ट, प्रॉक्सी स्टेटमेंट

PVTL / Pivotal Software, Inc. / SQN Investors LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 (Title of Class of Securities) 72582H107 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

PVTL / Pivotal Software, Inc. / STEADFAST CAPITAL MANAGEMENT LP - AMENDMENT NO. 2 OF THE SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (Title of Class of Securities) 72582H107 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa

PVTL / Pivotal Software, Inc. / Ford Motor Co - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 193 (Amendment No. 1 )* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 72582H107 (CUSIP Number) December 30, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

PVTL / Pivotal Software, Inc. 15-12B - - 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-38460 Pivotal Software, Inc. (Exact name of registrant as specified in it

PVTL / Pivotal Software, Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on January 7, 2020 Form S-8 Registration No.

PVTL / Pivotal Software, Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on January 7, 2020 Form S-8 Registration No.

PVTL / Pivotal Software, Inc. / Dell Technologies Inc - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 72582H107 (CUSIP Number) Robert L. Potts Senior Vice President – Corporate, Finance & Securities Counsel Dell Technologies Inc

Second Amended and Restated Certificate of Incorporation of Pivotal Software, Inc.

Exhibit 3.1 SEVENTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PIVOTAL SOFTWARE, INC. ARTICLE I The name of this corporation is Pivotal Software, Inc. (the “Company”). ARTICLE II The address of the registered office of the Company in the State of Delaware is 251 Little Falls Drive, City of Wilmington, County of New Castle, DE 19808. The name of its registered agent at that address is Cor

PVTL / Pivotal Software, Inc. SC 13E3/A - - SC 13E3/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 3) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 PIVOTAL SOFTWARE, INC. (Name of the Issuer) Pivotal Software, Inc. VMware, Inc. Raven Transaction Sub, Inc. Dell Technologies Inc. Denali Intermediate Inc. EMC Corporation VMW Holdco LLC EMC Equity Asset

VMware Completes Acquisition of Pivotal VMware, Combined with Pivotal, Committed to Connecting Infrastructure and Application Owners to Accelerate Software Delivery and Drive Business Outcomes

Exhibit 99.1 VMware Completes Acquisition of Pivotal VMware, Combined with Pivotal, Committed to Connecting Infrastructure and Application Owners to Accelerate Software Delivery and Drive Business Outcomes PALO ALTO, Calif., December 30, 2019 – VMware, Inc. (NYSE: VMW), a leading innovator in enterprise software, today announced it has completed the acquisition of Pivotal Software, Inc. (“Pivotal”

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 10, 2020, pursuant to the provisions of Rule 12d2-2 (a).

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commissio

PVTL / Pivotal Software, Inc. / Vmware, Inc. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 72582H107 (CUSIP Number) Craig Norris VMware, Inc. 3401 Hillview Avenue Palo Alto, CA 94304 (650) 427-5000 (Name, Address and

Second Amended and Restated Bylaws of Pivotal Software, Inc.

Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF PIVOTAL SOFTWARE, INC. (A DELAWARE CORPORATION) TABLE OF CONTENTS Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS’ MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meeting 1 Section 6. Special Meetings 1 Section 7. Notice o

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commissio

Supplement to Definitive Proxy Statement dated December 16, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on December 16, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commissio

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commissio

Email to Pivotal Software, Inc. Employees dated December 10, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on December 11, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 1, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38460 Pivotal Software, I

Email to Pivotal Software, Inc. Employees dated December 3, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on December 3, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

PVTL / Pivotal Software, Inc. SC 13E3/A - - SC 13E3/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 2) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 PIVOTAL SOFTWARE, INC. (Name of the Issuer) Pivotal Software, Inc. VMware, Inc. Raven Transaction Sub, Inc. Dell Technologies Inc. Denali Intermediate Inc. EMC Corporation VMW Holdco LL

Agreement and Plan of Merger dated August 22, 2019, between Pivotal Software, Inc., VMware, Inc. and Raven Transaction Sub, Inc. (incorporated by reference to Annex A of the Proxy Statement).

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Email to Employees of Pivotal Software, Inc. dated November 19, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on November 19, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

PVTL / Pivotal Software, Inc. CORRESP - -

New York Paris Northern California Madrid Washington DC Tokyo São Paulo Beijing London Hong Kong Sarah K.

Transcripts of Two Videos to Employees of Pivotal Software, Inc. dated November 15, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on November 15, 2019 pursuant to Rule 14a-12 of the Exchange Act).

DEFA14A 1 a19-1757518defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (

PVTL / Pivotal Software, Inc. CORRESP - -

New York Paris Northern California Madrid Washington DC Tokyo São Paulo Beijing London Hong Kong Sarah K.

Email to Employees of Pivotal Software, Inc. dated November 8, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on November 12, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

PVTL / Pivotal Software, Inc. PRER14A - - PRER14A

PRER14A 1 a2239975zprer14a.htm PRER14A Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ý Filed by a Party other than the

Presentation materials of Lazard Frères & Company to the VMware Special Committee dated July 25, 2019.

Exhibit (c)(9) CERTAIN PORTIONS OF THESE DISCUSSION MATERIALS HAVE BEEN OMITTED BASED ON A REQUEST FOR CONFIDENTIAL TREATMENT SUBMITTED TO THE U.

PVTL / Pivotal Software, Inc. CORRESP - -

New York Northern California Washington DC São Paulo London Paris Madrid Tokyo Beijing Hong Kong Sarah K.

PVTL / Pivotal Software, Inc. / Pivotal Software, Inc. - SC 13E3/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 1) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 PIVOTAL SOFTWARE, INC. (Name of the Issuer) Pivotal Software, Inc. VMware, Inc. Raven Transaction Sub, Inc. Dell Technologies Inc. Denali Intermediate Inc. EMC Corporation VMW Holdco LL

Transcript of SpringOne Platform 2019 Conference dated October 8, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on October 10, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

PVTL / Pivotal Software, Inc. PREM14A - - PREM14A

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Presentation materials of Morgan Stanley & Co. LLC to the Pivotal Special Committee dated August 22, 2019.

Exhibit (c)(7) Valuation Materials Project Falcon August 22, 2019 CONFIDENTIAL SECTION 1 Overview 2 CONFIDENTIAL Offer Summary Offer Comparison vs.

Presentation materials of Morgan Stanley & Co. LLC to the Pivotal Special Committee dated August 14, 2019.

Exhibit (c)(5) Special Committee Project Falcon August 14, 2019 Materials CONFIDENTIAL PRELIMINARY DRAFT Yoda Valuation Matrix Implied Premiums / Multiples at Various Prices $MM, except where noted Premium to Street Case Mgmt.

Presentation materials of Moelis & Company LLC to the Dell Board dated August 21, 2019.

Exhibit (c)(16) STRICTLY CONFIDENTIAL Project Dawn Presentation to Diamond and the Diamond Board of Directors August 21, 2019 STRICTLY CONFIDENTIAL Disclaimer This presentation has been prepared by Moelis & Company LLC (“Moelis”) for exclusive use of the Board of Directors of Diamond (the “Company”) in considering the transaction described herein based on information provided by the Company and upon information from third party sources.

Presentation materials of Morgan Stanley & Co. LLC to the Pivotal Special Committee dated July 31, 2019.

Exhibit (c)(1) Review of Management Cases Valuation Benchmarking Project Falcon July 31, 2019 and CONFIDENTIAL PRELIMINARY DRAFT SECTION 1 Financial and Trading Snapshot 2 CONFIDENTIAL PRELIMINARY DRAFT Yoda Trading and Multiples Summary $MM, except where noted Current Price $9.

Presentation materials of Lazard Frères & Company to the VMware Special Committee dated July 30, 2019.

Exhibit (c)(9) DRAFT C O N F I D E N T I A L 3 0 J U L Y 2 0 1 9 Project Raven V A L U A T I O N A N A L Y S I S DRAFT C O N F I D E N T I A L P R O J E C T R A V E N Disclaimer The information herein has been prepared by Lazard based upon information supplied by Vail and Raven or publicly available information, and portions of the information herein may be based upon certain statements, estimates and forecasts provided Vail and Raven with respect to the anticipated future performance of Raven, and provided Vail with respect to the anticipated future performance of Vail.

Additional presentation materials of Morgan Stanley & Co. LLC to the Pivotal Special Committee and the Pivotal Board dated August 5, 2019.

Exhibit (c)(3) Counter Offer Considerations Project Falcon August 5, 2019 CONFIDENTIAL PRELIMINARY DRAFT Potential Advocacy Points Helpful Not Helpful Historical AV / Revenue multiple trading range 1 .

Presentation materials of Goldman Sachs & Co. LLC to the Dell Board dated August 21, 2019.

Exhibit (c)(14) Project Raven Discussion Materials Goldman Sachs & Co. LLC August 21, 2019 Goldman Sachs does not provide accounting, tax, or legal advice. Notwithstanding anything in this document to the contrary, and except as required to enable compliance with applicable securities law, you (and each of your employees, representatives, and other agents) may disclose t o any and all persons the

Presentation materials of Morgan Stanley & Co. LLC to the Pivotal Special Committee dated August 20, 2019.

Exhibit (c)(6) Valuation Materials Project Falcon August 20, 2019 CONFIDENTIAL PRELIMINARY DRAFT SECTION 1 Overview CONFIDENTIAL 2 PRELIMINARY DRAFT Offer Summary Offer Comparison vs.

Draft Presentation materials of Moelis & Company LLC to the Dell Board dated August 21, 2019.

Exhibit (c)(15) STRICTLY CONFIDENTIAL Project Dawn Presentation to Diamond and the Diamond Board of Directors August 21, 2019 STRICTLY CONFIDENTIAL Disclaimer This presentation has been prepared by Moelis & Company LLC (“Moelis”) for exclusive use of the Board of Directors of Diamond (the “Company”) in considering the transaction described herein based on information provided by the Company and upon information from third party sources.

Presentation materials of Goldman Sachs & Co. LLC to the Dell Board dated August 13, 2019.

Exhibit (c)(13) Project Raven Discussion Materials Goldman Sachs & Co. LLC August 13, 2019 Goldman Sachs does not provide accounting, tax, or legal advice. Notwithstanding anything in this document to the contrary, and except as required to enable compliance with applicable securities law, you (and each of your employees, representatives, and other agents) may disclose to any and all persons the U

Presentation materials of Lazard Frères & Company to the VMware Special Committee dated August 21, 2019.

Exhibit (c)(11) C O N F I D E N T I A L 2 1 A U G U S T 2 0 1 9 Project Raven V A L U A T I O N A N A L Y S I S C O N F I D E N T I A L P R O J E C T R A V E N Disclaimer The information herein has been prepared by Lazard based upon information supplied by Vail and Raven or publicly available information, and portions of the information herein may be based upon certain statements, estimates and forecasts provided by Vail and Raven with respect to the anticipated future performance of Raven, and provided by Vail with respect to the anticipated future performance of Vail.

Presentation materials of Morgan Stanley & Co. LLC to the Pivotal Special Committee dated August 8, 2019.

Exhibit (c)(4) Special Committee Project Falcon August 8, 2019 Materials CONFIDENTIAL PRELIMINARY DRAFT Offer Summary Offer Comparison vs.

PVTL / Pivotal Software, Inc. / Pivotal Software, Inc. - SC 13E3

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 PIVOTAL SOFTWARE, INC. (Name of the Issuer) Pivotal Software, Inc. VMware, Inc. Raven Transaction Sub, Inc. Dell Technologies Inc. Denali Intermediate Inc. EMC Corporation VMW Holdco LLC EMC Equity Asset

Presentation materials of Morgan Stanley & Co. LLC to the Pivotal Special Committee and the Pivotal Board dated August 5, 2019.

Exhibit (c)(2) Special Committee Project Falcon August 5, 2019 Materials CONFIDENTIAL PRELIMINARY DRAFT SECTION 1 Executive Summary 2 CONFIDENTIAL PRELIMINARY DRAFT Offer Summary Offer Comparison vs.

Presentation materials of Lazard Frères & Company to the VMware Special Committee dated August 14, 2019.

Exhibit (c)(10) DRAFT C O N F I D E N T I A L A U G U S T 2 0 1 9 Discussion Materials P R O J E C T R A V E N DRAFT C O N F I D E N T I A L D I S C U S S I O N M A T E R I A L S Disclaimer The information herein has been prepared by Lazard based upon information supplied by Vail and Raven or publicly available information, and portions of the information herein may be based upon certain statements, estimates and forecasts provided Vail and Raven with respect to the anticipated future performance of Raven, and provided Vail with respect to the anticipated future performance of Vail.

Town Hall Presentation of Pivotal Software, Inc. dated October 3, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on October 3, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Internal Employee Q&A of Pivotal Software, Inc. dated September 24, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on September 25, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Article Published by Computerworld dated September 13, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on September 16, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 2, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38460 Pivotal Software, Inc

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 94-3094578 (State or other jurisdiction of (I.R.S. Employer incorporation or o

Pivotal Reports Second Quarter Fiscal Year 2020 Financial Results

Exhibit 99.1 Pivotal Reports Second Quarter Fiscal Year 2020 Financial Results ● Subscription revenue grew 38% year over year ● Total revenue grew 17% year over year ● Subscription customers increased 12% year over year to 397 ● Dollar-based net expansion rate of 139% SAN FRANCISCO – September 4, 2019, – Pivotal Software, Inc. (NYSE: PVTL), a leading cloud-native platform provider, today reported

Email to Employees of Pivotal Software, Inc. dated August 30, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 30, 2019 pursuant to Rule 14a-12 of the Exchange Act).

DEFA14A 1 a19-1757511defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (

Transcript of VMworld Strategy Session and Supplemental Slides dated August 28, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 30, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

PVTL / Pivotal Software, Inc. / Dell Technologies Inc - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 72582H107 (CUSIP Number) Robert L. Potts Senior Vice President – Corporate, Finance & Securities Counsel Dell Technologies Inc. O

PVTL / Pivotal Software, Inc. / Vmware, Inc. - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 72582H107 (CUSIP Number) Craig Norris VMware, Inc. 3401 Hillview Avenue Palo Alto, CA 94304 (650) 427-5000 (Name, Address and Tel

JOINT FILING AGREEMENT

EX-99.1 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing with the Securities and Exchange Commission on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to certain shares of the Class A Common Stock of Pivotal Software, Inc. and further

Agreement and Plan of Merger, dated as of August 22, 2019, among Pivotal Software, Inc., VMware, Inc. and Raven Transaction Sub, Inc. (incorporated herein by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by Pivotal with the SEC on August 27, 2019)

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among VMWARE, INC., RAVEN TRANSACTION SUB, INC. and PIVOTAL SOFTWARE, INC. Dated as of August 22, 2019 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.1 The Merger 2 Section 1.2 Closing 3 Section 1.3 Effective Time 3 Section 1.4 Effects of the Merger 3 Section 1.5 Certificate of Incorporation; Bylaws 3 Section 1.6 Directors and Officers 3 ARTICLE II

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission

Agreement and Plan of Merger, dated as of August 22, 2019, by and among VMware, Inc., Raven Transaction Sub, Inc. and Pivotal Software, Inc.*

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among VMWARE, INC., RAVEN TRANSACTION SUB, INC. and PIVOTAL SOFTWARE, INC. Dated as of August 22, 2019 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.1 The Merger 2 Section 1.2 Closing 3 Section 1.3 Effective Time 3 Section 1.4 Effects of the Merger 3 Section 1.5 Certificate of Incorporation; Bylaws 3 Section 1.6 Directors and Officers 3 ARTICLE II

Current Report on Form 8-K of VMware, Inc. dated August 22, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 27, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission

Email to Industry Analysts of Pivotal Software, Inc. dated August 22, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 23, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Internal Employee Q&A of Pivotal Software, Inc. dated August 23, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 23, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

External Q&A of Pivotal Software, Inc. dated August 22, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 22, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Social Media Postings and Blog Posting of Pivotal Software, Inc. dated August 22, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 22, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Town Hall Announcement and Slack Invitation of Pivotal Software, Inc. dated August 22, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 22, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Website Pages of Pivotal Software, Inc. dated August 22, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 22, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Email to Customers of Pivotal Software, Inc. dated August 22, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 22, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Email to Employees and Blog Posting of Pivotal Software, Inc. dated August 22, 2019 (incorporated by reference to Pivotal Software, Inc.’s filing with the SEC on August 22, 2019 pursuant to Rule 14a-12 of the Exchange Act).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

VMware Signs Definitive Agreement to Acquire Pivotal Software Accelerates Any Cloud, Any App, Any Device Strategy Positions VMware to deliver the most comprehensive enterprise-grade Kubernetes-based portfolio for Modern Applications $11.71 Blended Pr

Exhibit 99.1 VMware Signs Definitive Agreement to Acquire Pivotal Software Accelerates Any Cloud, Any App, Any Device Strategy Positions VMware to deliver the most comprehensive enterprise-grade Kubernetes-based portfolio for Modern Applications $11.71 Blended Price Per Share; $15 Cash Per Share for Public Stockholders Enterprise Value of $2.7 billion PALO ALTO, Calif., August 22, 2019 – VMware, I

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission

PVTL / Pivotal Software, Inc. DEFA14A - - PIVOTAL SOFTWARE, INC. 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission

Joint Press Release dated August 22, 2019 issued by Pivotal Software, Inc. and VMware, Inc.

Exhibit 99.1 VMware Signs Definitive Agreement to Acquire Pivotal Software Accelerates Any Cloud, Any App, Any Device Strategy Positions VMware to deliver the most comprehensive enterprise-grade Kubernetes-based portfolio for Modern Applications $11.71 Blended Price Per Share; $15 Cash Per Share for Public Stockholders Enterprise Value of $2.7 billion PALO ALTO, Calif., August 22, 2019 – VMware, I

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission Fi

PVTL / Pivotal Software, Inc. DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

PVTL / Pivotal Software, Inc. / SQN Investors LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 (Title of Class of Securities) 72582H107 (CUSIP Number) June 5, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

Fiscal Year 2019 Executive Incentive Program of Pivotal Software, Inc.

Exhibit 10.18 Fiscal Year 2019 Executive Incentive Program NON-SALES, NON-SERVICES PROGRAM OBJECTIVE The FY’19 Executive Incentive Program (the “Program”) is intended to reward participants with cash incentives upon Pivotal’s attainment of key measures of operating success. This document sets forth the terms and conditions of the Program. ELIGIBILITY Eligibility is determined by role type (leaders

Fiscal Year 2020 Bonus Plan of Pivotal Software, Inc.

Exhibit 10.19 Fiscal Year 2020 “Section 16” Officer Bonus Plan PROGRAM OBJECTIVE The FY20 “Section 16” Officer Bonus Plan (the “Plan”) is intended to reward each participant with a cash bonus upon Pivotal’s attainment of key measures of operating success. This document sets forth the terms and conditions of the Plan. ELIGIBILITY Eligible employees are Pivotal’s executive officers as designated in

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 3, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38460 Pivotal Software, Inc. (

Amendment to the Tax Sharing Agreement between Pivotal Software, Inc., Dell Technologies Inc., EMC Corporation and their respective affiliates, dated April 24, 2019

Exhibit 10.20 AMENDMENT TO TAX SHARING AGREEMENT This Amendment is dated as of April 24, 2019 (this “Amendment”) by and among Dell Technologies Inc., a Delaware corporation (“Dell Technologies”), each Dell Technologies Affiliate, EMC Corporation, a Massachusetts corporation (“EMC”), each EMC Affiliate, Pivotal Software, Inc., a Delaware corporation and a direct subsidiary of EMC (“Pivotal”), and e

Pivotal Reports First Quarter Fiscal Year 2020 Financial Results

Exhibit 99.1 Pivotal Reports First Quarter Fiscal Year 2020 Financial Results ● Subscription revenue grew 43% year over year ● Total revenue grew 19% year over year ● Subscription customers increased 13% year over year to 383 ● Dollar-based net expansion rate of 143% SAN FRANCISCO – June 4, 2019, – Pivotal Software, Inc. (NYSE: PVTL), a leading cloud-native platform provider, today reported result

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction (Commission (IRS Employer of inco

Schedule 14A

DEF 14A 1 a2238662zdef14a.htm DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box

PVTL / Pivotal Software, Inc. FORM S-8

As filed with the Securities and Exchange Commission on April 15, 2019 Registration No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2018 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission Fi

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 1, 2019 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-35680 Pivotal Software, In

Subsidiaries of Pivotal Software, Inc.

EX-21.1 2 pvtl-20190201xex211.htm EXHIBIT 21.1 Exhibit 21.1 SIGNIFICANT SUBSIDIARIES OF PIVOTAL SOFTWARE, INC. Name of Subsidiary Jurisdiction of Organization Pivotal Group 1 Limited Bermuda Pivotal Software International Ireland Pivotal Software International Holdings Ireland

Pivotal Reports Fourth Quarter and Full Fiscal Year 2019 Financial Results

Exhibit 99.1 Pivotal Reports Fourth Quarter and Full Fiscal Year 2019 Financial Results • Subscription revenue grows 50% year over year in 4Q19 and 55% year over year for FY19 • Total revenue grows 27% year over year in 4Q19 and 29% year over year for FY19 • Subscription customers increased 18% year over year to 377 • Dollar-based net expansion rate of 149% SAN FRANCISCO — March 14, 2019 – Pivotal

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 pvtl-20190314x8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2019 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction

JOINT FILING AGREEMENT

Exhibit 2 Exhibit 2 JOINT FILING AGREEMENT The undersigned hereby agree as follows: (i) Each of them is individually eligible to use the Schedule 13G to which this Exhibit is attached, and such Schedule 13G is filed on behalf of each of them; and (ii) Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

PVTL / Pivotal Software, Inc. / STEADFAST CAPITAL MANAGEMENT LP - FEBRUARY 14, 2019 Passive Investment

SC 13G/A 1 pivotal13ga-021419.htm FEBRUARY 14, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (Title of Class of Securities) 72582H107 (CUSIP Number) December 31, 2018 (Date of Event which Requires Filing of

PVTL / Pivotal Software, Inc. / Dell Technologies Inc - SC 13G Passive Investment

SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 72582H107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r

POWER OF ATTORNEY

Exhibit 1 Exhibit 1 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that Michael S. Dell hereby constitutes and appoints each of Janet Bawcom, Robert Potts and James Williamson, signing singly, as his true and lawful attorney-in-fact and agent, with full power and authority and full power of substitution and revocation, for, in the name of, and on behalf of Michael S. Dell, in any and all capacities

PVTL / Pivotal Software, Inc. / Vmware, Inc. - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 72582H107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan

PVTL / Pivotal Software, Inc. / VANGUARD GROUP INC Passive Investment

pivotalsoftwareinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Pivotal Software Inc Title of Class of Securities: Common Stock CUSIP Number: 72582H107 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate

PVTL / Pivotal Software, Inc. / Ford Motor Co - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 72582H107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

PVTL / Pivotal Software, Inc. / GENERAL ELECTRIC CO - SC 13D/A Activist Investment

SC 13D/A 1 d677232dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (Title of Class of Securities) 72582H107 (CUSIP Number) Christoph A. Pereira Vice President & Chief Corporate, Securities and F

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 2, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38460 P

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2018 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction (Commission (IRS Employer of

Pivotal Reports Third Quarter Fiscal Year 2019 Financial Results

Exhibit 99.1 Pivotal Reports Third Quarter Fiscal Year 2019 Financial Results · Subscription revenue grew 53% year over year; Total revenue grew 30% year over year · Subscription customers increased to 368; 17% growth year over year · Dollar-based net expansion rate of 150% SAN FRANCISCO — December 11, 2018 — Pivotal Software, Inc. (NYSE: PVTL), a leading cloud-native platform provider, today repo

EXHIBIT B

EXHIBIT B Robert S. Pitts, Jr. Steadfast Capital Management LP Steadfast Financial LP Steadfast Long Financial LP Steadfast Capital, L.P. American Steadfast, L.P. Steadfast International Master Fund Ltd. Steadfast Long Capital, L.P. Steadfast Long Capital Master Fund, L.P.

PVTL / Pivotal Software, Inc. / STEADFAST CAPITAL MANAGEMENT LP - NOVEMBER 19, 2018 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. )* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (Title of Class of Securities) 72582H107 (CUSIP Number) November 7, 2018 (Date of

JOINT FILING AGREEMENT

EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Class A Common Stock of Pivotal Software, Inc.

PVTL / Pivotal Software, Inc. / GENERAL ELECTRIC CO - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (Title of Class of Securities) 72582H107 (CUSIP Number) Christoph A. Pereira Vice President & Chief Corporate, Securities and Finance Counsel General Electri

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 a18-3646218k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2018 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of

Pivotal Appoints Madelyn Lankton to its Board of Directors

Exhibit 99.1 Pivotal Appoints Madelyn Lankton to its Board of Directors October 9, 2018 SAN FRANCISCO — (BUSINESS WIRE) — Pivotal Software, Inc. (NYSE: PVTL), a leading cloud-native platform provider, today announced the appointment of Madelyn Lankton to its board of directors. “We are delighted to welcome Madelyn to Pivotal’s board of directors,” said Rob Mee, CEO of Pivotal Software. “Madelyn ha

PVTL / Pivotal Software, Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 3, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38460 Piv

Pivotal Reports Second Quarter Fiscal Year 2019 Financial Results

Exhibit 99.1 Pivotal Reports Second Quarter Fiscal Year 2019 Financial Results · Subscription revenue grew 51% year over year; Total revenue grew 30% year over year · Subscription customers increased to 354; 19% growth year over year · Dollar-based net expansion rate of 150% SAN FRANCISCO — September 12, 2018 — Pivotal Software, Inc. (NYSE: PVTL), a leading cloud-native platform provider, today re

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2018 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commissi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2018 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorpor

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2018 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission F

PVTL / Pivotal Software, Inc. 10-Q (Quarterly Report)

10-Q 1 a18-12573110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 4, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissio

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2018 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission Fi

Pivotal Reports First Quarter Fiscal Year 2019 Financial Results

Exhibit 99.1 Pivotal Reports First Quarter Fiscal Year 2019 Financial Results · Subscription revenue grew 69% year over year; Total revenue grew 28% year over year · Subscription customers increased to 339; 20% growth year over year · Dollar-based net expansion rate of 156% SAN FRANCISCO — June 12, 2018 — Pivotal Software, Inc. (NYSE: PVTL), a leading cloud-native platform provider, today announce

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2018 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission Fil

PVTL / Pivotal Software, Inc. / GENERAL ELECTRIC CO - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. )* Pivotal Software, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 72582H107 (CUSIP Number) Christoph A. Pereira Vice President & Chief Corporate, Securities and Finance Counsel Gen

FORM OF LOCK-UP LETTER April 5, 2018

Exhibit IV Exhibit IV FORM OF LOCK-UP LETTER April 5, 2018 Morgan Stanley & Co. LLC Goldman Sachs & Co. LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 c/o Goldman Sachs & Co. LLC 200 West Street New York, NY 10282 Ladies and Gentlemen: The undersigned understands that Morgan Stanley & Co. LLC (“Morgan Stanley”) and Goldman Sachs & Co. LLC (“Goldman Sachs” and together with Morga

POWER OF ATTORNEY

Exhibit VI Exhibit VI POWER OF ATTORNEY The undersigned, GE International Holdings B.

FORM OF LOCK-UP LETTER April 5, 2018

Exhibit III Exhibit III FORM OF LOCK-UP LETTER April 5, 2018 Morgan Stanley & Co. LLC Goldman Sachs & Co. LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 c/o Goldman Sachs & Co. LLC 200 West Street New York, NY 10282 Ladies and Gentlemen: The undersigned understands that Morgan Stanley & Co. LLC (“Morgan Stanley”) and Goldman Sachs & Co. LLC (“Goldman Sachs” and together with Mor

POWER OF ATTORNEY

Exhibit V Exhibit V POWER OF ATTORNEY The undersigned, General Electric Company, a New York company (hereinafter referred to as the “Company”) does hereby make, constitute and appoint each of the persons listed below as the Company’s true and lawful agent and attorney-in-fact (hereinafter referred to as the “Attorney”) to act either together or alone in the name and on behalf of the Company for and with respect to the matters hereinafter described.

Joint Filing Agreement

Exhibit I Exhibit I Joint Filing Agreement This will confirm the agreement by and among all the undersigned that the Statement on Schedule 13D filed on or about this date and any further amendments thereto with respect to the beneficial ownership by the undersigned of the shares, par value CHF 0.

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2018 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38460 94-3094578 (State or other jurisdiction of incorporation) (Commission F

Pivotal Software, Inc. Announces Closing of its Initial Public Offering

Exhibit 99.1 Pivotal Software, Inc. Announces Closing of its Initial Public Offering San Francisco, CA, April 24, 2018 – Pivotal Software, Inc. (“Pivotal”) today announced the closing of its initial public offering of 42,550,000 shares of its Class A common stock at an initial public offering price of $15.00 per share, including 5,550,000 shares sold pursuant to the exercise in full of the underwr

37,000,000 Shares CLASS A COMMON STOCK

Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No.

Consent of Davis Polk & Wardwell LLP (included in Exhibit 5.1)

EXHIBITS 5.1 AND 23.2 April 19, 2018 Pivotal Software, Inc. 875 Howard Street, Fifth Floor San Francisco, California 94103 Ladies and Gentlemen: We have acted as special counsel to Pivotal Software, Inc., a Delaware corporation (the “Company”), and are delivering this opinion in connection with the Company’s Registration Statement on Form S-8 (the “Registration Statement”) filed with the Securitie

Form of RSU Agreement for U.S. Participants under the 2018 Equity Incentive Plan

EXHIBIT 99.2 PIVOTAL SOFTWARE, INC. 2018 EQUITY INCENTIVE PLAN RSU AGREEMENT FOR U.S. PARTICIPANTS The Participant has been granted an Award (the “Award”) of RSUs pursuant to the Pivotal Software, Inc. 2018 Equity Incentive Plan (as it may be amended from time to time, the “Plan”), the Notice of RSU Award (the “Notice”) and this RSU Agreement (this “Agreement”), dated as of [•], 20[•] (the “Grant

Power of Attorney (included on signature page)

As filed with the Securities and Exchange Commission on April 19, 2018 Registration No.

Form of Non-Qualified Stock Option Agreement for U.S. Participants under the 2018 Equity Incentive Plan

EXHIBIT 99.3 PIVOTAL SOFTWARE, INC. 2018 EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT FOR U.S. PARTICIPANTS This Non-Qualified Stock Option Agreement (this “Agreement”), dated as of [●], 20[●] (the “Grant Date”), and the Notice of Award (the “Notice”) are between Pivotal Software, Inc., a Delaware corporation (the “Company”), and [●] (the “Participant”). Preliminary Statement The Com

PVTL / Pivotal Software, Inc. S-1/A

Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on April 18, 2018.

PVTL / Pivotal Software, Inc. CORRESP

CORRESP 1 filename1.htm April 17, 2018 VIA EDGAR TRANSMISSION AND FEDEX U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Ms. Barbara C. Jacobs Mr. Edwin Kim Ms. Kathleen Collins Ms. Joyce Sweeney Re: Pivotal Software, Inc. Registration Statement on Form S-1 File No. 333-223872 Acceleration Request Requested Date: Thursday,

PVTL / Pivotal Software, Inc. 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Pivotal Software, Inc. (Exact name of registrant as specified in its charter) Delaware 94-3094578 (State of incorporation or organization) (I.R.S. Employer Identification No.) 875 Howard Street, Fi

PVTL / Pivotal Software, Inc. CORRESP

CORRESP 1 filename1.htm April 17, 2018 VIA EDGAR TRANSMISSION AND FEDEX U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Ms. Barbara C. Jacobs Mr. Edwin Kim Ms. Kathleen Collins Ms. Joyce Sweeney Re: Pivotal Software, Inc. Registration Statement on Form S-1 Registration No. 333- 223872 Ladies and Gentlemen: In accordance w

Form of Amended and Restated Certificate of Incorporation of Pivotal Software, Inc. (the "Company"), to be in effect prior to the closing of this offering

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PIVOTAL SOFTWARE, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Pivotal Software, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), certifies that: A. The name of the Corporation is Pivotal Software, Inc. The date of filing of the

Form of Underwriting Agreement

Exhibit 1.1 [ ] Shares PIVOTAL SOFTWARE, INC. CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENT [ ], 2018 [ ], 2018 Morgan Stanley & Co. LLC Goldman Sachs & Co. LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 Ladies and Gentlemen: Pivotal Software, Inc., a Delaware corporation (the “Co

Form of Class A Common Stock Certificate

Exhibit 4.1 ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS# . CLASS A COMMON STOCK PAR VALUE $0.01 CLASS A COMMON STOCK Shares * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * Certificate Number ZQ00000000 PIVO

Form of Non-Qualified Stock Option Agreement for U.S. Participants pursuant to the 2018 Equity Incentive Plan of the Company

Exhibit 10.15 PIVOTAL SOFTWARE, INC. 2018 EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT FOR U.S. PARTICIPANTS This Non-Qualified Stock Option Agreement (this “Agreement”), dated as of [·], 20[·] (the “Grant Date”), and the Notice of Award (the “Notice”) are between Pivotal Software, Inc., a Delaware corporation (the “Company”), and [·] (the “Participant”). Preliminary Statement The Co

Form of Restricted Stock Unit Agreement for U.S. Participants pursuant to the 2018 Equity Incentive Plan of the Company

Exhibit 10.14 PIVOTAL SOFTWARE, INC. 2018 EQUITY INCENTIVE PLAN RSU AGREEMENT FOR U.S. PARTICIPANTS The Participant has been granted an Award (the “Award”) of RSUs pursuant to the Pivotal Software, Inc. 2018 Equity Incentive Plan (as it may be amended from time to time, the “Plan”), the Notice of RSU Award (the “Notice”) and this RSU Agreement (this “Agreement”). Except as otherwise indicated, any

Form of Shared Services Agreement, between the Company and Dell Inc.

Exhibit 10.11 SHARED SERVICES AGREEMENT dated as of April , 2018 between PIVOTAL SOFTWARE, INC., and DELL INC. TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS Section 1.01 Definitions 1 ARTICLE II PURCHASE AND SALE OF SERVICES Section 2.01 Purchase and Sale of Dell Services 3 Section 2.02 Purchase and Sale of Company Services 4 Section 2.03 Additional Services 4 Section 2.04 Transition 4 Section 2.05

Form of Employee Matters Agreement, between the Company, VMware, Inc. and Dell Inc.

Exhibit 10.12 AMENDED AND RESTATED EMPLOYEE MATTERS AGREEMENT by and among DELL INC., VMWARE, INC. & PIVOTAL SOFTWARE, INC. AMENDED AND RESTATED EMPLOYEE MATTERS AGREEMENT THIS AMENDED AND RESTATED EMPLOYEE MATTERS AGREEMENT (this “Agreement”), as executed on or about April , 2018 (the “Effective Date”) amends and restates the Employee Matters Agreement made and entered into as of April 1, 2013 by

PVTL / Pivotal Software, Inc. S-1/A

QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on April 12, 2018.

Form of Master Transaction Agreement, between the Company and Dell Technologies Inc., to be in effect prior to the closing of this offering

Exhibit 10.10 FORM OF MASTER TRANSACTION AGREEMENT between DELL TECHNOLOGIES INC. and PIVOTAL SOFTWARE, INC. TABLE OF CONTENTS ARTICLE I DISTRIBUTION 1 Section 1.1 Distribution Generally 1 Section 1.2 Dell Technologies’ Sole Discretion 1 ARTICLE II COVENANTS AND OTHER MATTERS 2 Section 2.1 Other Agreements 2 Section 2.2 Agreement for Exchange of Information 2 Section 2.3 Auditors and Audits; Finan

Form of Amended and Restated Shareholders' Agreement, among certain stockholders and the Company, to be in effect prior to the closing of this offering

Exhibit 10.1 AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT by and among PIVOTAL SOFTWARE, INC., DELL TECHNOLOGIES, INC., EMC CORPORATION, VMWARE, INC., GE INTERNATIONAL HOLDINGS B.V. GENERAL ELECTRIC COMPANY FORD MOTOR COMPANY and MICROSOFT GLOBAL FINANCE Dated as of , 2018 AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT THIS AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (this “Agreement”) is entered i

Form of Amended and Restated Bylaws of the Company, to be in effect prior to the closing of this offering

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF PIVOTAL SOFTWARE, INC. Incorporated under the Laws of the State of Delaware As of , 2018 ARTICLE I OFFICES AND RECORDS Section 1.1 Offices. The address of the registered office of Pivotal Software, Inc. (the “Corporation”) and the name of the Corporation’s registered agent are as set forth in the Amended and Restated Certificate of Incorporation of the Co

Significant Subsidiaries of the Company

EX-21.1 12 a2235275zex-211.htm EX-21.1 Exhibit 21.1 SIGNIFICANT SUBSIDIARIES OF PIVOTAL SOFTWARE, INC. Name of Subsidiary Jurisdiction of Organization Pivotal Group 1 Limited Bermuda Pivotal Software International Ireland Pivotal Software International Holdings Ireland

Director Compensation Policy of the Company

Exhibit 10.17 Director Compensation Policy Certain of our non-employee directors will be eligible to receive compensation for their board service. Our board of directors has adopted a compensation program for these directors that will enable us to attract qualified directors, provide them with compensation at a level that is consistent with our compensation objectives and, in the case of equity-ba

Third Restated Agency Agreement, between the Company and VMware, Inc., dated March 20, 2018

Exhibit 10.7 THIRD RESTATED AGENCY AGREEMENT This 3rd Restatement of Agency Agreement (“Agreement”) is entered into effective as of March 20, 2018 (“3rd Restatement Date”) by and between VMware, Inc., a Delaware corporation, on behalf of itself and its subsidiaries, including VMware International Ltd., a private limited company incorporated under the laws of Ireland with its principal place of bus

Form of Indemnification Agreement, between the Company and its directors and executive officers

EX-10.4 3 a2235132zex-104.htm EX-10.4 Exhibit 10.4 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made and entered into, effective , by and between Pivotal Software, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). Recitals A. Competent and experienced persons are reluctant to serve or to continue to serve as directors or officers of corporations un

Form of Amended and Restated Agent Agreement, between the Company and EMC Corporation

Exhibit 10.6 AMENDED AND RESTATED AGENT AGREEMENT This Amended and Restated Agent Agreement (“Agreement”), effective as of [April 2, 2018] [March 30, 2018] (“Effective Date”) is entered into by and between [EMC Corporation, a Massachusetts company, with offices at 176 South Street, Hopkinton, Massachusetts] [EMC Information Systems International, an Irish company with offices at Ovens, County Cork

PVTL / Pivotal Software, Inc. CORRESP

CORRESP 1 filename1.htm New York Northern California Washington DC São Paulo London Paris Madrid Tokyo Beijing Hong Kong Sarah K. Solum Davis Polk & Wardwell LLP 1600 El Camino Real Menlo Park, CA 94025 650 752 2011 tel 650 752 3611 fax [email protected] FOIA Confidential Treatment Request Pursuant to Rule 83 by Pivotal Software, Inc. April 9, 2018 U.S. Securities and Exchange Commission D

Fiscal Year 2018 Executive Incentive Program of the Company

Exhibit 10.8 Fiscal Year 2018 Executive Incentive Program NON-SALES, NON-SERVICES PROGRAM OBJECTIVE The Fiscal Year 2018 Pivotal Executive Incentive Program (the “Program”) is intended to reward participants upon the attainment of key measures of Pivotal’s operating success. The Program is comprised of semi-annual incentive opportunities, based on the achievement of ACV, EBIT, and Renewals objecti

Employee Stock Purchase Plan of the Company

Exhibit 10.16 PIVOTAL SOFTWARE, INC. EMPLOYEE STOCK PURCHASE PLAN Section 1. Purpose. This Pivotal Software, Inc. Employee Stock Purchase Plan (the “Plan”) is intended to provide employees of Pivotal Software, Inc. (the “Company”) and the Participating Companies with an opportunity to acquire a proprietary interest in the Company through the purchase of Shares. The Plan has two components: (a) one

PVTL / Pivotal Software, Inc. S-1/A

Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on April 9, 2018.

2018 Equity Incentive Plan of the Company

Exhibit 10.13 PIVOTAL SOFTWARE, INC. 2018 EQUITY INCENTIVE PLAN Section 1. Purpose. The purpose of the Pivotal Software, Inc. 2018 Equity Incentive Plan (as amended from time to time, the “Plan”) is to motivate and reward employees and other individuals to perform at the highest level and contribute significantly to the success of Pivotal Software, Inc. (the “Company”), thereby furthering the best

PVTL / Pivotal Software, Inc. CORRESP

March 30, 2018 FOIA Confidential Treatment Request Pursuant to Rule 83 by Pivotal Software, Inc.

Significant Subsidiaries of the Company

EX-21.1 6 a2234898zex-211.htm EX-21.1 Exhibit 21.1 SUBSIDIARIES OF PIVOTAL SOFTWARE, INC. Name of Subsidiary Jurisdiction of Organization Pivotal Group 1 Limited Bermuda Pivotal Software International Ireland Pivotal Software International Holdings Ireland

PVTL / Pivotal Software, Inc. S-1

Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on March 23, 2018.

Tax Sharing Agreement, between the Company and Dell Technologies Inc., EMC Corporation and their respective affiliates, dated February 8, 2017

Exhibit 10.9 TAX SHARING AGREEMENT by and among DELL TECHNOLOGIES INC. AND ITS AFFILIATES, EMC CORPORATION AND ITS AFFILIATES and PIVOTAL SOFTWARE, INC. AND ITS AFFILIATES, Dated: February 8, 2017 TAX SHARING AGREEMENT THIS TAX SHARING AGREEMENT (this “Agreement”) dated as of February 8, 2017 is entered into by and among Dell Technologies Inc., a Delaware corporation (“Dell Technologies”, each Del

PVTL / Pivotal Software, Inc. CORRESP

New York Northern California Washington DC São Paulo London Paris Madrid Tokyo Beijing Hong Kong Sarah K.

Form of Change in Control Severance Agreement, between the Company and its executive officers, as currently in effect

Exhibit 10.5 CHANGE IN CONTROL SEVERANCE AGREEMENT THIS AGREEMENT, dated , 201 , is made by and between Pivotal Software, Inc. (the “Company”), and (the “Executive”) residing at . WHEREAS, the Company considers the establishment and maintenance of a sound and vital management team to be essential to protecting and enhancing the best interests of the Company and its stockholders; and WHEREAS, the E

Form of Non-Qualified Stock Option Agreement pursuant to the 2013 Stock Plan of the Company

Exhibit 10.3 Award Number: PIVOTAL SOFTWARE, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE PIVOTAL SOFTWARE, INC. 2013 STOCK PLAN This Non-Qualified Stock Option Agreement (the “Option Agreement”), including any country-specific appendix attached hereto (the “Appendix”) (the Option Agreement and Appendix, together, the “Agreement”), dated as of December [·], 201 (the “Grant Date”), is

Amended and Restated 2013 Stock Plan of the Company

Exhibit 10.2 PIVOTAL SOFTWARE, INC. 2013 STOCK PLAN Amended and Restated as of August 8, 2017 PIVOTAL SOFTWARE, INC. AMENDED AND RESTATED 2013 STOCK PLAN ARTICLE I PURPOSE The purpose of this Amended and Restated 2013 Stock Plan is to enhance the profitability and value of the Company for the benefit of its stockholders by enabling the Company to offer Eligible Employees, Consultants and Non-Emplo

PVTL / Pivotal Software, Inc. DRS/A

Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents As confidentially submitted to the Securities and Exchange Commission on March 9, 2018.

SUBSIDIARIES OF PIVOTAL SOFTWARE, INC.

Exhibit 21.1 SUBSIDIARIES OF PIVOTAL SOFTWARE, INC. Name of Subsidiary Jurisdiction of Organization Pivotal Group 1 Limited Bermuda Pivotal Software International Ireland Pivotal Software International Holdings Ireland

TAX SHARING AGREEMENT by and among DELL TECHNOLOGIES INC. AND ITS AFFILIATES, EMC CORPORATION AND ITS AFFILIATES PIVOTAL SOFTWARE, INC. AND ITS AFFILIATES, February 8, 2017

Exhibit 10.9 TAX SHARING AGREEMENT by and among DELL TECHNOLOGIES INC. AND ITS AFFILIATES, EMC CORPORATION AND ITS AFFILIATES and PIVOTAL SOFTWARE, INC. AND ITS AFFILIATES, Dated: February 8, 2017 TAX SHARING AGREEMENT THIS TAX SHARING AGREEMENT (this “Agreement”) dated as of February 8, 2017 is entered into by and among Dell Technologies Inc., a Delaware corporation (“Dell Technologies”, each Del

PIVOTAL SOFTWARE, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE PIVOTAL SOFTWARE, INC. 2013 STOCK PLAN

Exhibit 10.3 Award Number: PIVOTAL SOFTWARE, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE PIVOTAL SOFTWARE, INC. 2013 STOCK PLAN This Non-Qualified Stock Option Agreement (the “Option Agreement”), including any country-specific appendix attached hereto (the “Appendix”) (the Option Agreement and Appendix, together, the “Agreement”), dated as of December [·], 201 (the “Grant Date”), is

PVTL / Pivotal Software, Inc. DRSLTR

New York Paris Northern California Madrid Washington DC Tokyo São Paulo Beijing London Hong Kong Sarah K.

CHANGE IN CONTROL SEVERANCE AGREEMENT

Exhibit 10.5 CHANGE IN CONTROL SEVERANCE AGREEMENT THIS AGREEMENT, dated , 201 , is made by and between Pivotal Software, Inc. (the “Company”), and (the “Executive”) residing at . WHEREAS, the Company considers the establishment and maintenance of a sound and vital management team to be essential to protecting and enhancing the best interests of the Company and its stockholders; and WHEREAS, the E

PIVOTAL SOFTWARE, INC. 2013 STOCK PLAN Amended and Restated as of August 8, 2017

Exhibit 10.2 PIVOTAL SOFTWARE, INC. 2013 STOCK PLAN Amended and Restated as of August 8, 2017 PIVOTAL SOFTWARE, INC. AMENDED AND RESTATED 2013 STOCK PLAN ARTICLE I PURPOSE The purpose of this Amended and Restated 2013 Stock Plan is to enhance the profitability and value of the Company for the benefit of its stockholders by enabling the Company to offer Eligible Employees, Consultants and Non-Emplo

PVTL / Pivotal Software, Inc. DRS/A

Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents As confidentially submitted to the Securities and Exchange Commission on January 24, 2018.

PVTL / Pivotal Software, Inc. DRSLTR

DRSLTR 1 filename1.htm New York Paris Northern California Madrid Washington DC Tokyo São Paulo Beijing London Hong Kong Sarah K. Solum Davis Polk & Wardwell LLP 650 752 2011 tel 1600 El Camino Real 650 752 3611 fax Menlo Park, CA 94025 [email protected] CONFIDENTIAL January 24, 2018 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C.

PVTL / Pivotal Software, Inc. DRSLTR

New York Northern California Washington DC São Paulo London Paris Madrid Tokyo Beijing Hong Kong Sarah K.

PVTL / Pivotal Software, Inc. DRS

Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents As confidentially submitted to the Securities and Exchange Commission on December 15, 2017.