DELL

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How DELL rewrote its risk factors

10-K ITEM 1A · FY2025 → FY2026

Text kept

51%

of sentences unchanged

Added

166

new sentences

Dropped

176

sentences removed

Length

−445

words, now 15,352

New in FY2026

Product Backlog Product backlog represents the value of unfulfilled manufacturing orders and is included as a component of remaining performance obligations to the extent we determine that the manufacturing orders are non-cancelable.
Our world-class supply chain operates at significant scale and provides us with the ability to remain agile in a variety of environments.
While our supply chain operated efficiently at standard lead times, during both Fiscal 2025 and Fiscal 2026, increasing demand for our AI-optimized servers offerings continued to drive backlog growth.
Given the scale of the AI opportunities, the varying stages of customer readiness, and the frequency of component part updates or transitions, there is inherent non-linearity in the timing of demand and subsequent shipments for our AI-optimized servers offerings.
Additionally, during Fiscal 2026, demand for our traditional servers and networking offerings outpaced supply, resulting in incremental backlog growth as we exited the year.
Our competitive advantages — including our end-to-end solutions portfolio, go-to-market capabilities, supply chain, and global services — enable us to compete by providing customers competitive, scalable, and integrated solutions that provide the most current and desired product and services features at a competitive price.
We believe that our strong relationships with our customers, channel partners, and suppliers allow us to respond quickly to changing customer needs and other macroeconomic factors.
Competitive pressures could increase if customers choose to move existing workloads to these providers.
We generally organize our go-to-market operations with a focus on geographic and customer segments that encompass large g lobal and national enterprises, governmental agencies and other public institutions, educational institutions, healthc are organizations, small and medium-sized businesses, and consumers.
Go-to-market strategy — We sell products and services directly to customers and through other sales channels, which include value-added resellers, system integrators, distributors, and retailers.
During Fiscal 2026, our other sales channels generated approximately 40% of our net revenue.
Patents, Trademarks, and Licenses As of January 30, 2026, we held a worldwide portfolio of 25,859 granted patents and 8,189 pending patent applications.
Government Regulation Our business is subject to regulation by various U.S. federal and state governmental agencies and other governmental agencies.
We were not assessed any material environmental fines, nor did we have any material environmental remediation or other environmental costs, during Fiscal 2026.
Corporate Impact Activities At Dell Technologies, we are committed to driving human progress by putting our technology and expertise to work where we believe it can do the most good for both people and the planet.
Our commitments span the environment, our own workforce, and all of the people in our value chain.
Environment We embed circularity principles throughout our value chain.
By integrating sustainable practices with suppliers, customers, and other stakeholders, we advance a circular economy that improves resource efficiency and environmental benefits, reinforcing our commitment to sustainability.
We are committed to understanding the impact our business has on the environment.
We are taking action to mitigate climate-related risks, and we offer innovative products and solutions to customers to help them reduce their emissions, reach their reduction targets and operate more efficiently.
We are actively addressing climate-related risks by managing greenhouse gas emissions across our operations, supply chain, and product lifecycle.
Human Capital Management We are a talented team with unique perspectives united in our purpose, strategy, and culture.
We aim to attract, develop, and retain a top-talent workforce through our inclusive culture, training and development offerings, and competitive and comprehensive benefits that include health and wellness resources.
As of January 30, 2026, we had approximately 97,000 employees.
Throughout Fiscal 2026, we remained committed to disciplined cost management in coordination with our ongoing business modernization initiatives and continued to take certain measures to reduce costs, including employee reorganizations, limitation of external hiring, and other actions to align our investments with our announced strategic and customer priorities.
These actions resulted in a continued reduction in our overall headcount.
We seek to support our culture in the following key focus areas: Equal Employment Opportunity — We are committed to equal employment opportunity and maintaining an inclusive culture that gives all Dell Technologies employees an opportunity to thrive and succeed.
Achievement Through Learning, Development, and Competitive Compensation and Rewards — We provide competitive compensation aligned with consistent practices to attract, retain, and motivate top talent and to recognize the critical skills essential to our success.
Our programs reward performance as well as the behaviors and capabilities that enable it.
Through transparent, data-informed approaches, we build trust and align compensation with the priorities of our people and our business.
Our career development supports employee growth by providing personalized development suggestions, such as mentorship and internal opportunities, that align with their skills and development goals.
Balance and Wellness — We offer our employees comprehensive benefits programs designed to support their physical, mental, emotional, and financial well-being while reinforcing a healthy work-life balance.
While a number of our programs are global, many benefits align with local requirements and market relevancy.
All enable an elevated health and wellness experience and include virtual live and on-demand educational sessions, counseling and support services, fitness and wellness challenges, voluntary progress tracking, and other incentives.
For example, through our annual Tell Dell survey, employees can confidentially voice their perceptions of our company, strategy, leadership, and culture so we can continue to improve the employee experience.
We promote further employee connection and engagement through a variety of initiatives, including, among others, our broader team member listening strategy and our Employee Resource Groups.
We have 13 unique Employee Resource Groups, which are open to all team members, that foster connection, engagement, and community involvement.
Driving responsible manufacturing through robust assurance practices, including human rights due diligence and environmental stewardship, is fundamental to achieving our purpose of creating technologies that drive human progress, as well as building trust, driving innovation, and operating responsibly.
Dell Technologies works to ensure that we and our suppliers manufacture our products responsibly.
We seek to monitor factories’ adherence to the Responsible Business Alliance (“RBA”) Code of Conduct using third-party audits.

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Gone since FY2025

Table of Conte nts Product Backlog Product backlog represents the value of unfulfilled manufacturing orders and is included as a component of remaining performance obligations to the extent we determine that the manufacturing orders are non-cancelable.
Our business model generally gives us the flexibility to optimize product backlog including by expediting shipping or prioritizing customer orders for products that have shorter lead times.
During Fiscal 2024, while our supply chain operated efficiently at standard lead times, demand for AI-optimized servers outpaced the supply of graphics processing units (“GPUs”), resulting in elevated backlog levels for such offerings as we exited the fiscal year.
During Fiscal 2025, backlog levels for our AI-optimized servers remained elevated as we exited the fiscal year due to continued strong demand for these offerings.
We continue to view emerging markets outside of the United States, Western Europe, Canada, and Japan, which include the vast majority of the world’s population, as a long-term growth opportunity.
We compete based on our ability to offer customers competitive, scalable, and integrated solutions that provide the most current and desired product and services features at a competitive price.
We believe that our strong relationships with our customers and channel partners allow us to respond quickly to changing customer needs and other macroeconomic factors.
Competitive pressures could increase if customers choose to move existing workloads to these Infrastructure-as-a-Service providers.
We generally organize our go-to-market operations with a focus on geographic and customer segments which encompass large g lobal and national enterprises, governmental agencies and other public institutions, educational institutions, healthc are organizations, small and medium-sized businesses, and consumers.
Table of Conte nts Go-to-market strategy — We sell products and services directly to customers and through other sales channels, which include value-added resellers, system integrators, distributors, and retailers.
During Fiscal 2025, our other sales channels generated approximately 50% of our net revenue.
Patents, Trademarks, and Licenses As of January 31, 2025, we held a worldwide portfolio of 24,351 granted patents and 8,424 pending patent applications.
Table of Conte nts Government Regulation Our business is subject to regulation by various U.S. federal and state governmental agencies and other governmental agencies.
We were not assessed any material environmental fines, nor did we have any material environmental remediation or other environmental costs, during Fiscal 2025.
Sustainability and Environmental, Social, and Governance Activities At Dell Technologies, we are committed to driving human progress by putting our technology and expertise to work where we believe it can do the most good for both people and the planet.
Dell Technologies is committed to progressing towards the goals set forth in our plan for 2030 and beyond, which we refer to as our 2030 goals.
We are using these goals to help build our business, promote long-term shareholder value creation, and guide our societal impact strategies over the next decade.
Our environmental, social, and governance (“ESG”) commitments focus on six key areas: • Circular Economy — We embed circularity principles throughout our value chain.
By integrating sustainable practices with suppliers, customers, and stakeholders, we advance a circular economy that improves resource efficiency and environmental benefits, reinforcing our leadership in sustainability. • Climate Action — We are committed to understanding the impact our business has on the environment.
We are taking action to mitigate climate change, and we offer innovative products and solutions to customers to help them reduce their emissions, reach their reduction targets and operate more efficiently.
We are actively addressing climate change by managing greenhouse gas emissions across our operations, supply chain, and product lifecycle, with a goal to achieve net zero emissions across scopes 1, 2, and 3 by 2050. • Digital Inclusion — We endeavor to harness the power of technology, our scale, and our expertise to create a digital future that works for all.
We are working to close the digital divide by providing access to connectivity and technology solutions that improve quality of life such as access to healthcare, education, and job opportunities.
Table of Conte nts • Human Rights — We respect the fundamental human rights of all people.
This respect is core to our commitment to drive human progress.
Dell endeavors to ensure we are not complicit in human rights violations, and we seek to hold our suppliers and other business partners to this same standard. • Inclusive Workforce — We believe our people are key to our success.
We are committed to creating an inclusive culture and fostering a strong pipeline of skilled talent.
By focusing on equal opportunities, ethical practices, and integrity, we implement inclusive practices and policies that support diversity. • Trust — We work to ensure that trust underpins all we do.
We prioritize security, privacy, and ethics in all aspects of business.
From the integrity of our products to transparency in our processes, we are dedicated to fostering trust with our stakeholders.
Dell Technologies continuously measures and shares updates on our progress in our annually released reports.
For a more comprehensive view into our approach, commitments, and key initiatives, see our ESG annual report available on our website.
Human Capital Management We are a diverse team with unique perspectives united in our purpose, strategy, and culture.
We aim to attract, develop, and retain an inclusive workforce through our ongoing inclusion efforts, training and development offerings, and competitive and comprehensive benefits that include health and wellness resources.
As of January 31, 2025, we had approximately 108,000 employees.
Throughout Fiscal 2025, we remained committed to disciplined cost management in coordination with our ongoing business modernization initiatives and continued to take certain measures to reduce costs, including limitation of external hiring, employee reorganizations, and other actions to align our investments with our announced strategic and customer priorities.
These actions resulted in a reduction in our overall headcount.
We seek to support our culture in four key focus areas: Diversity and Inclusion — At Dell Technologies, we believe wide-ranging perspectives are powerful.
Our pillar on cultivating inclusion highlights how our human capital resources are vital to serving our customer base, our societal impact, and long-term business success.
We believe that a workforce diverse in experience and background drives innovation and growth — not only is it our competitive advantage, it is critical to meeting future business needs and ensuring that diverse perspectives reflect our global customer base.
We are committed to equal employment opportunity and continuing to implement inclusive policies that enable Dell Technologies to achieve these goals.

and 136 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2025 ↗, FY2026 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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