Sandisk CLO reports tax-withholding share dispositions

Sandisk Corp Chief Legal Officer Bernard Shek reported routine tax-related share withholdings.

Rhea-AI Filing Summary

Sandisk Corp Chief Legal Officer Bernard Shek reported routine tax-related share withholdings. On two dates, a total of 216 shares of Common Stock were withheld to cover tax obligations tied to vesting equity awards under Rule 16b-3(e), rather than sold on the market.

After these tax-withholding dispositions, Shek directly holds 33,043 shares of Sandisk Common Stock, indicating the transactions represent a small portion of his overall reported equity position.

Insider Trade Summary

Exercise Price or Tax Liability: 216 shares

Exercise Price or Tax Liability 2 txns

Insider Shek Bernard

Role Chief Legal Officer & Secty

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	107	$1,542.24	$165K
Exercise Price or Tax Liability	Common Stock	109	$1,392.56	$152K

Holdings After Transaction: Common Stock — 33,043 shares (Direct)

Footnotes (1)

1. F1. Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).

Key Figures

Tax-withheld shares total: 216 shares First tax-withholding lot: 107 shares at 1,542.24/share Second tax-withholding lot: 109 shares at 1,392.56/share +2 more

5 metrics

Tax-withheld shares total 216 shares Total Common Stock withheld for taxes across two F-code transactions

First tax-withholding lot 107 shares at <money>1,542.24</money>/share Common Stock withheld on 2026-05-21

Second tax-withholding lot 109 shares at <money>1,392.56</money>/share Common Stock withheld on 2026-05-20

Shares held after transactions 33,043 shares Direct Sandisk Common Stock holdings following the latest Form 4 entry

Tax-withholding transactions count 2 transactions Both coded F for payment of tax obligation by delivering securities

Key Terms

tax-withholding disposition, Rule 16b-3(e), Common Stock, vesting of securities

4 terms

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition" for both Common Stock entries"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Rule 16b-3(e) regulatory

"Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e)."

Common Stock financial

"security_title: "Common Stock" for both reported transactions"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

vesting of securities financial

"withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e)."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Sandisk Corp (SNDK) report for Bernard Shek?

Sandisk’s Chief Legal Officer Bernard Shek reported tax-related share withholdings, not market trades. A total of 216 Common Stock shares were withheld to satisfy tax obligations associated with vesting equity awards, as permitted under Rule 16b-3(e).

Were Bernard Shek’s Sandisk (SNDK) Form 4 transactions open-market sales?

No, the transactions were not open-market sales. Both entries are coded “F” and described as payment of tax obligations by withholding securities upon vesting, meaning the company retained shares to cover taxes instead of Shek selling them in the market.

How many Sandisk (SNDK) shares were withheld for Bernard Shek’s taxes?

A total of 216 Common Stock shares were withheld for taxes. One transaction covered 107 shares at a price of 1,542.24 per share, and another covered 109 shares at 1,392.56 per share, according to the Form 4 data.

How many Sandisk (SNDK) shares does Bernard Shek hold after these Form 4 transactions?

After the reported tax-withholding dispositions, Bernard Shek directly holds 33,043 Sandisk Common Stock shares. This post-transaction balance shows the withheld 216 shares are small relative to his remaining reported equity position in the company.

What does Rule 16b-3(e) mean in Bernard Shek’s Sandisk (SNDK) filing?

Rule 16b-3(e) allows insiders to satisfy tax or exercise obligations by having the issuer withhold shares. In this case, Sandisk withheld shares from Bernard Shek upon vesting of equity awards to cover his tax liability instead of him making separate cash payments.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/22/2026 - 06:47 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Shek Bernard

(Last) (First) (Middle)

C/O SANDISK CORPORATION

951 SANDISK DRIVE

(Street)

MILPITAS CALIFORNIA 95035

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Sandisk Corp [ SNDK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer & Secty

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/20/2026		F		109(1)	D	$1,392.56	33,150	D
Common Stock	05/21/2026		F		107(1)	D	$1,542.24	33,043	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).

	By: /s/ Van Huynh Attorney-in-Fact For: Bernard Shek	05/22/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)