Sandisk (SNDK) CFO has 1,588 vested shares withheld to pay taxes

Rhea-AI Filing Summary

Sandisk Corp executive Luis Felipe Visoso, EVP and Chief Financial Officer, reported a routine tax-related share disposition. On May 21, 2026, 1,588 shares of common stock were withheld to cover tax obligations tied to vesting, in accordance with Rule 16b-3(e), not an open-market sale.

After this withholding, Visoso directly holds 165,058 Sandisk common shares, indicating he retains a substantial equity position. The transaction is classified as a tax-withholding disposition rather than a discretionary buy or sell decision in the open market.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Visoso Luis Felipe

Role EVP and Chief Financial Office

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,588	$1,542.24	$2.45M

Holdings After Transaction: Common Stock — 165,058 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 1,588 shares Price per share used: $1,542.24 per share Shares held after transaction: 165,058 shares

3 metrics

Shares withheld for taxes 1,588 shares Tax-withholding disposition on May 21, 2026

Price per share used $1,542.24 per share Valuation for tax-withholding disposition

Shares held after transaction 165,058 shares Direct holdings of Luis Felipe Visoso after withholding

Key Terms

tax-withholding disposition, Rule 16b-3(e), Form 4, non-derivative

4 terms

tax-withholding disposition financial

"The transaction is classified as a tax-withholding disposition rather than a discretionary buy or sell decision"

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

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

Form 4 regulatory

"The Form 4 shows 1,588 Sandisk common shares were withheld"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

non-derivative financial

"The transaction involved Common Stock as a non-derivative security"

Form 4 Insider Transactions: What Each Field Means →

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^*

Visoso Luis Felipe

(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)
	EVP and Chief Financial Office

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

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	05/21/2026		F		1,588(1)	D	$1,542.24	165,058	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: Luis F. Visoso	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)

FAQ

What insider transaction did Sandisk (SNDK) report for Luis Felipe Visoso?

Sandisk reported that EVP and CFO Luis Felipe Visoso had 1,588 common shares withheld to cover tax obligations on vested stock. This was a tax-withholding disposition under Rule 16b-3(e), not an open-market purchase or sale of SNDK shares.

How many Sandisk (SNDK) shares were withheld for taxes in this Form 4?

The Form 4 shows 1,588 Sandisk common shares were withheld to satisfy tax obligations related to vesting. This administrative transaction reduced the delivered shares but did not involve selling shares into the market or acquiring additional stock from the open market.

How many Sandisk (SNDK) shares does Luis Felipe Visoso hold after this transaction?

Following the tax-withholding transaction, Luis Felipe Visoso directly holds 165,058 shares of Sandisk common stock. This figure reflects his remaining equity position after 1,588 shares were withheld to pay taxes on vested securities as disclosed in the Form 4 filing.

Was the Sandisk (SNDK) insider transaction an open-market sale or purchase?

The reported transaction was not an open-market sale or purchase. It was a tax-withholding disposition, where 1,588 shares were withheld to cover tax liability on vesting under Rule 16b-3(e). No discretionary buying or selling decision in the open market occurred.

What does Rule 16b-3(e) mean in Sandisk (SNDK)'s Form 4 filing?

Rule 16b-3(e) allows issuers to withhold shares to cover insiders’ tax obligations when awards vest. In Sandisk’s case, 1,588 shares for Luis Felipe Visoso were withheld under this rule, making the event a compensation-related adjustment rather than a typical market trade.