Dell 2007 Annual Report Download - page 21

Table of Contents
ITEM 3 — LEGAL PROCEEDINGS
The information required by this item is set forth under Note 10 of Notes to Consolidated Financial Statements included in "Part II —
Item 8 — Financial Statements and Supplementary Data", and is incorporated herein by reference.
ITEM 4 — SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Information regarding our annual meeting of stockholders held on December 4, 2007, was set forth under Item — 4 in our Quarterly
Report on Form 10-Q for the fiscal period ended November 2, 2007, and is incorporated herein by reference.
PART II
ITEM 5 — MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
Market Information
Our common stock is listed on The NASDAQ Stock Market under the symbol DELL. Information regarding the market prices of our
common stock may be found in Note 13 of Notes to Consolidated Financial Statements included in "Part II — Item 8 — Financial
Statements and Supplementary Data."
Holders
At March 14, 2008, there were 30,117 holders of record of Dell common stock.
Dividends
We have never declared or paid any cash dividends on shares of our common stock and currently do not anticipate paying any cash
dividends in the immediate future. Any future determination to pay cash dividends will be at the discretion of our Board of Directors.
Issuance of Unregistered Securities
As a result of our inability to timely file our Annual Report on Form 10-K for Fiscal 2007, we suspended our sale of Dell securities under
our various employee benefit plans. In preparing for that suspension, we discovered that we had inadvertently failed to file with the SEC
certain registration statements relating to securities under certain of those plans, as described below.
• Employee Stock Purchase Plan — Until February 2008, we maintained an Employee Stock Purchase Plan (the "ESPP") that was
available to substantially all of our employees worldwide. In 1994, stockholders approved additional shares for issuance under the
ESPP, and we discovered that the issuance of these additional shares was never registered. Consequently, we have inadvertently
issued approximately 54 million unregistered shares under this plan since 1996.
• Retirement Plans — We maintain a 401(k) retirement savings plan that is available to substantially all of our U.S. employees and a
separate retirement plan that is available to our employees in Canada. Both of those plans contain a "Dell Stock Fund", and both
plans allow participants to allocate some or all of their account balances to interests in the Dell Stock Fund. The Dell common stock
held in the Dell Stock Funds is not purchased from Dell; rather, the plan trustees accumulate the plan contributions that are directed
to the Dell Stock Funds and purchase for the Dell Stock Funds shares of Dell common stock in open market transactions.
Nevertheless, because we sponsor the plans, we may have been required to register certain transactions in the plans related to shares
of Dell common stock. We discovered that we may be deemed to have been required to file a Form S-8 in July 2003 to register
additional share transactions in the 401(k) plan and a Form S-8 to register share transactions in the Canada retirement plan in 1999.
Consequently, we may have inadvertently failed to register transactions in the two plans relating to up to approximately 37 million
shares.
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