DELL
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
29, 2007
Dell
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction of incorporation)
|
0-17017
(Commission
File Number)
|
74-2487834
(IRS
Employer
Identification
No.)
|
One
Dell Way, Round Rock, Texas 78682
(Address
of principal executive offices) (zip code)
Registrant’s
telephone number, including area code: (512)
338-4400
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.04 Temporary Suspension of Trading Under Registrant’s Employee Benefit
Plans.
(a)
On
March 29, 2007, Dell Inc. delivered a blackout notice to its directors and
executive officers informing them of a temporary suspension of contributions
to
the Dell Stock Fund within the Dell
Inc.
401(k) Plan and the Dell Financial Services L.P. 401(k) Plan,
as a
result of the anticipated delayed filing of the company’s fiscal 2007 Annual
Report on Form 10-K, and the resulting blackout restrictions imposed upon the
company’s directors and executive officers. Attached hereto as Exhibit 99.1 and
incorporated by reference is a copy of the blackout notice. The company provided
the blackout notice to its directors and executive officers in accordance with
Section 306(a) of the Sarbanes-Oxley Act of 2002 and Rule 104 of the
Securities and Exchange Commission's Regulation
BTR.
Item
8.01 Other Events.
On
March
29, 2007, the company issued a press release announcing that the company will
delay filing its fiscal 2007 Annual Report on Form 10-K pending completion
of
the previously announced internal investigation by the Audit Committee of the
Board of Directors. A copy of the press release is attached as Exhibit 99.2
to this report.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit
99.1 –
Blackout Notice dated March 29, 2007, as provided to directors and executive
officers of Dell
Inc.
Exhibit
99.2 –
Press Release issued by Dell Inc., dated March 29, 2007.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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DELL
INC.
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Date: March
29, 2007 |
By: |
/s/ Thomas
H. Welch, Jr. |
|
Thomas
H. Welch, Jr. |
|
Vice
President and Assistant Secretary
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EXHIBIT
INDEX
Exhibit
No.
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Description
of Exhibit
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99.1
|
|
Blackout
Notice dated March 29, 2007, as provided to directors and executive
officers of Dell Inc.
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99.2
|
|
Press
Release issued by Dell Inc., dated March 29,
2007.
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