[8-K] Seagate Technology Holdings PLC Reports Material Event

Rhea-AI Filing Summary

Seagate Technology Holdings plc (NASDAQ: STX) filed a Form 8-K to announce a planned board leadership transition. At the conclusion of the 2025 Annual General Meeting, long-time CEO Dr. Dave Mosley will assume the additional role of Chairman of the Board, succeeding Michael R. Cannon. Mosley has been CEO since Oct-2017 and a director since Jul-2017, signalling strong operational continuity. Cannon, Chairman since Jul-2020, will remain on the board as Lead Independent Director, preserving an element of independent oversight.

No financial results, guidance or transactions were disclosed; the filing is limited to this governance update and includes a reference to the related press release (Exhibit 99.1).

Insights

Corporate Governance Expert

TL;DR: CEO becomes Chairman, raising independence questions offset by Lead Independent Director designation.

The combination of CEO and Chair concentrates strategic authority with Dr. Mosley, potentially improving alignment between management and board but reducing structural independence. Investors often scrutinize such dual roles for conflict-of-interest risk. Seagate mitigates this by appointing Michael Cannon as Lead Independent Director, a common best-practice safeguard. As no operational or financial changes accompany the move, material impact is limited; however, proxy advisers may reassess Seagate’s governance score, influencing some institutional voting policies.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 28, 2025

SEAGATE TECHNOLOGY HOLDINGS plc

(Exact name of registrant as specified in its charter)

____________________________

Ireland			001-31560			98-1597419
(State or other jurisdiction of			(Commission File Number)			(I.R.S. Employer
incorporation or organization)						Identification Number)

121 Woodlands Avenue 5			739009
Singapore
(Address of principal executive office)						(Zip Code)

Registrant’s telephone number, including area code: (65) 6018-2562

N/A

(Former name or former address, if changed since last report)

____________________________________________________________________________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class			Trading Symbol			Name of Each Exchange on Which Registered
Ordinary Shares, par value $0.00001 per share			STX			The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01    Other Events

On July 28, 2025, Seagate Technology Holdings Public Limited Company (the “Company”) issued a press release announcing that, effective at the conclusion of the Company’s 2025 Annual General Meeting of Shareholders, Dr. Dave Mosley, the Chief Executive Officer of the Company, will succeed Michael R. Cannon as Chairman of the Company’s Board of Directors (the “Board”), subject to Dr. Mosley’s annual election to the Board by the shareholders of the Company. Mr. Cannon will continue to serve on the Board, assuming the role of Lead Independent Director, subject to Mr. Cannon’s annual election to the Board by the shareholders of the Company and continued qualification as an independent director.

Dr. Mosley has been Chief Executive Officer of the Company since October 2017 and has served as a director of the Company since July 2017. Mr. Cannon has served as a director since February 2011 and has served as Chairman of the Board since July 2020.

The press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description

99.1 Press Release, dated July 28, 2025.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized

						SEAGATE TECHNOLOGY HOLDINGS PUBLIC LIMITED COMPANY
Date:			July 28, 2025			By:			/s/ Gianluca Romano
						Name:			Gianluca Romano
						Title:			Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)