DnB Asset Management discloses 7.11M-share position in Sandisk (SNDK)

Rhea-AI Filing Summary

DnB Asset Management AS reports beneficial ownership of 7,109,285 shares of Sandisk Corp common stock, equal to 5.8% of the class. The filer, organized in Norway, discloses sole voting power over 5,698,664 shares and shared voting power over 1,410,621 shares, while retaining sole dispositive power over all 7,109,285 reported shares and no shared dispositive power. The filing states the securities are held in the ordinary course of business and were not acquired to influence control of the issuer. The issuer's principal office is listed in Milpitas, California.

Positive

• Material ownership disclosed: DnB holds 7,109,285 shares, representing 5.8% of Sandisk, surpassing the 5% reporting threshold.
• Clear control of disposition: DnB reports sole dispositive power over the full position, indicating direct authority to trade the shares.
• Substantial voting influence: DnB reports sole voting power for 5,698,664 shares, enabling significant influence in shareholder votes.

Negative

• None.

Insights

Financial Analyst

TL;DR: DnB holds a material 5.8% stake in SNDK with full dispositive authority; this is a notable, but not controlling, institutional position.

The filing shows an investment adviser from Norway with beneficial ownership above the 5% disclosure threshold, totaling 7.11 million shares. Sole dispositive power over the entire position indicates DnB directly controls trading decisions for these shares. Voting power is split between substantial sole voting and a meaningful shared voting component, which may reflect client mandates or internal allocation. This is a material ownership disclosure but does not, on its face, signal a change in control or activist intent given the certification that holdings are in the ordinary course of business.

Corporate Governance Expert

TL;DR: A 5.8% beneficial stake is material for disclosure and relevant to governance monitoring, though it does not imply control.

The schedule indicates DnB is an investment adviser (type IA) holding >5% of Sandisk, triggering public reporting obligations. The combination of sole dispositive power and large sole voting power means DnB can unilaterally execute transactions and cast votes on many shares it manages, so investor relations and governance teams should note the holder for engagement and proxy considerations. No statements in the filing indicate coordinated action or intent to change corporate control.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Sandisk Corp

(Name of Issuer)

Common Stock

(Title of Class of Securities)

80004C200

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 80004C200

1

Names of Reporting Persons

DnB Asset Management AS

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

NORWAY

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,698,664.00
6	Shared Voting Power 1,410,621.00
7	Sole Dispositive Power 7,109,285.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,109,285.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.8 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Sandisk Corp
(b)	Address of issuer's principal executive offices: 951 SANDISK DRIVE, MILPITAS, California, 95035
Item 2.
(a)	Name of person filing: DNB Asset Management AS
(b)	Address or principal business office or, if none, residence: Dronning Eufemias Gate 30 Oslo, Norway 0191
(c)	Citizenship: Norway
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 80004C200
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 7,109,285
(b)	Percent of class: 5.8%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 5,698,664
	(ii) Shared power to vote or to direct the vote: 1,410,621
	(iii) Sole power to dispose or to direct the disposition of: 7,109,285
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

DnB Asset Management AS

Signature:	/s/ Jens Kildal
Name/Title:	Jens Kildal, Head of Reporting
Date:	08/12/2025

FAQ

How many Sandisk (SNDK) shares does DnB Asset Management own?

DnB Asset Management beneficially owns 7,109,285 shares of Sandisk common stock.

What percentage of Sandisk (SNDK) does DnB Asset Management own?

The disclosed position represents 5.8% of Sandisk's outstanding common stock class.

How much voting power does DnB Asset Management have in SNDK?

DnB reports sole voting power over 5,698,664 shares and shared voting power over 1,410,621 shares.

Does DnB Asset Management control disposal of the reported SNDK shares?

Yes. The filing shows DnB has sole dispositive power over all 7,109,285 reported shares and no shared dispositive power.

Is DnB Asset Management filing as an investment adviser for this stake in SNDK?

Yes. The filing classifies the reporting person as type IA (investment adviser).