Sandisk (SNDK) CLO Bernard Shek uses 34 shares for tax payment

Rhea-AI Filing Summary

Sandisk Corp's Chief Legal Officer and Secretary, Bernard Shek, reported a small insider transaction involving company common stock. On January 20, 2026, 34 shares of Sandisk common stock were withheld at a reported price of $453.12 per share. According to the footnote, this withholding was used to pay tax obligations that arose when previously granted stock vested, in line with Rule 16b-3(e), rather than being an open-market sale.

After this tax-related withholding, Bernard Shek beneficially owned 33,852 shares of Sandisk common stock held directly. The filing reflects routine equity compensation and associated tax settlement activity for a senior officer, not a discretionary trade in the open market.

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

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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 CA 95035

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

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

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

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

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	01/20/2026		F		34(1)	D	$453.12	33,852	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	01/21/2026
	** 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.

FAQ

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

Sandisk Corp reported that Chief Legal Officer and Secretary Bernard Shek had 34 shares of common stock withheld on January 20, 2026 to cover tax obligations related to vesting equity awards.

Was the Sandisk (SNDK) Form 4 transaction an open-market sale?

No. The Form 4 states that the 34 shares of common stock were withheld to pay tax obligations upon vesting of securities, as described in the footnote referencing Rule 16b-3(e), rather than being sold in the open market.

How many Sandisk (SNDK) shares does Bernard Shek own after the reported transaction?

Following the tax withholding transaction, Bernard Shek beneficially owned 33,852 shares of Sandisk common stock, held in direct ownership.

What price per share was used for the Sandisk (SNDK) tax withholding on Bernard Shek's Form 4?

The Form 4 shows a transaction price of $453.12 per share for the 34 shares of Sandisk common stock withheld to satisfy tax obligations.

What does transaction code "F" mean in the Sandisk (SNDK) Form 4 filing?

Transaction code "F" in the Form 4 indicates that shares were used to pay tax obligations related to the vesting of previously granted equity awards, rather than a discretionary buy or sell order.

What role does Bernard Shek hold at Sandisk Corp (SNDK)?

Bernard Shek is identified as an officer of Sandisk Corp, serving as Chief Legal Officer & Secretary, and the Form 4 is filed for his insider holdings and transactions.