Sandisk (SNDK) Insider Tax-Withholding Sale: 32,007 Shares Disposed

Rhea-AI Filing Summary

Sandisk Corp (SNDK) insider Luis F. Visoso, EVP and CFO, reported sales of common stock to satisfy tax withholding on vested shares. On 08/20/2025 he disposed of 25,654 shares at $44.40 and on 08/21/2025 he disposed of 6,353 shares at $45.50, for a total of 32,007 shares sold. After these transactions he beneficially owned 122,738 shares, held directly. The filings indicate the disposals were executed as tax-withholding in accordance with Rule 16b-3(e) and the Form 4 was signed by an attorney-in-fact on behalf of Mr. Visoso on 08/22/2025.

Positive

• Transactions were reported and executed under Rule 16b-3(e), indicating compliance with tax-withholding and insider reporting procedures
• Form 4 was properly signed by an attorney-in-fact, showing procedural completion of required disclosure

Negative

• Insider disposed of 32,007 shares (25,654 on 08/20/2025 at $44.40 and 6,353 on 08/21/2025 at $45.50), reducing direct ownership
• No additional context about the proportion of total outstanding shares is provided, so market impact cannot be assessed from this filing alone

Insights

Securities Analyst

TL;DR Insider sold 32,007 shares via tax-withholding; remaining direct ownership is 122,738 shares.

The Form 4 discloses routine disposals tied to tax withholding upon vesting, not open-market selling for cash generation. Transaction codes show these were dispositions under Rule 16b-3(e), which typically signal compliance with executive compensation tax procedures rather than a change in insider conviction. The dates, unit prices and resulting share count are clearly stated, enabling precise calculation of shares removed from direct beneficial ownership.

Corporate Governance Expert

TL;DR Filings reflect compliance with equity compensation mechanics; no new governance events disclosed.

The report identifies Luis F. Visoso as EVP and CFO and shows the transactions were performed to satisfy tax obligations, a common post-vesting action. There is no indication of additional derivatives, pledging, or change in role. From a governance standpoint, the form documents proper reporting and signature by an authorized attorney-in-fact, which supports procedural compliance.

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
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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^*

Visoso Luis Felipe

(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)
	EVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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	08/20/2025		F		25,654(1)	D	$44.4	129,091	D
Common Stock	08/21/2025		F		6,353(1)	D	$45.5	122,738	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	08/22/2025
	** 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 transactions did Sandisk (SNDK) report for Luis F. Visoso?

The filing shows disposals of 25,654 shares on 08/20/2025 at $44.40 and 6,353 shares on 08/21/2025 at $45.50, totaling 32,007 shares sold to satisfy tax withholding.

Why were the Sandisk (SNDK) shares sold by the insider?

The explanation in the Form 4 states the sales were for payment of tax obligations by withholding securities incident to vesting, consistent with Rule 16b-3(e).

How many Sandisk (SNDK) shares does Luis F. Visoso own after these transactions?

After the reported transactions Mr. Visoso beneficially owned 122,738 shares, held directly.

Who signed the Form 4 for the Sandisk insider filing?

The Form 4 was signed on behalf of Luis F. Visoso by /s/ Van Huynh, Attorney-in-Fact on 08/22/2025.