Seagate EVP exercises RSUs, shares withheld for tax

Seagate Technology Holdings plc EVP & CLO Lee James CI reported routine equity compensation activity on April 22, 2026.

Rhea-AI Filing Summary

Seagate Technology Holdings plc EVP & CLO Lee James CI reported routine equity compensation activity on April 22, 2026. He exercised restricted share units into 1,237 Ordinary Shares, and 540 shares were withheld to cover tax obligations. Following these transactions, he holds 1,021 Ordinary Shares directly and 11,139 restricted share units, each RSU representing the right to receive one Ordinary Share. These movements reflect vesting and tax withholding mechanics rather than open-market buying or selling.

Insider Trade Summary

1,237 shares exercised/converted

Exercise 3 txns

Insider Lee James CI

Role EVP & CLO

Type	Security	Shares	Price	Value
Exercise	Restricted Share Unit	1,237	$0.00	$0.00
Exercise	Ordinary Shares	1,237	$0.00	$0.00
Exercise Price or Tax Liability	Ordinary Shares	540	$579.88	$313K

Holdings After Transaction: Restricted Share Unit — 11,139 contracts (Direct); Ordinary Shares — 1,021 shares (Direct)

Footnotes (3)

1. F1. Includes 67 Ordinary Shares purchased by Reporting Person on January 31, 2026 under the Issuer's Employee Stock Purchase Plan. Such acquisition is exempt from reporting pursuant to Rule 16b-3 under the Securities Exchange Act of 1934.
2. F2. Each restricted share unit ("RSU") represents a contingent right to receive one Ordinary Share of the Issuer.
3. F3. Consists of a grant of RSUs awarded to the Reporting Person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan. Such RSUs vested as to one-quarter of the shares on July 22, 2025 and then in equal quarterly installments thereafter.

Key Figures

Tax-withholding shares: 540 shares RSUs exercised: 1,237 shares Post-transaction holdings: 1,561 Ordinary Shares +2 more

5 metrics

Tax-withholding shares 540 shares Ordinary Shares withheld to cover tax liability on April 22, 2026

RSUs exercised 1,237 shares Restricted share units converted into Ordinary Shares on April 22, 2026

Post-transaction holdings 1,561 Ordinary Shares Direct ownership following reported transactions

RSU balance 11,139 RSUs Restricted share units outstanding after the exercise

Tax-withholding reference price $579.88 per share Price per share used for 540-share tax-withholding disposition

Key Terms

Restricted Share Unit, Employee Stock Purchase Plan, Rule 16b-3, Equity Incentive Plan

4 terms

Restricted Share Unit financial

"security_title: "Restricted Share Unit" and footnote defining each RSU as a right to one Ordinary Share"

A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.

Employee Stock Purchase Plan financial

"Includes 67 Ordinary Shares purchased ... under the Issuer's Employee Stock Purchase Plan."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

Rule 16b-3 regulatory

"Such acquisition is exempt from reporting pursuant to Rule 16b-3 under the Securities Exchange Act of 1934."

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

Equity Incentive Plan financial

"grant of RSUs awarded ... under the Seagate Technology Holdings plc 2022 Equity Incentive Plan."

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Seagate (STX) EVP & CLO Lee James CI report in this Form 4?

Lee James CI reported routine equity compensation activity. He exercised 1,237 restricted share units into Ordinary Shares, with 540 shares withheld to cover tax obligations, reflecting standard vesting and tax processes rather than discretionary open-market trading.

Did Lee James CI buy or sell Seagate (STX) shares on the open market?

The filing does not show open-market purchases or sales. It reports an option-style exercise of 1,237 restricted share units and a related 540-share tax-withholding disposition, both tied to compensation and vesting mechanics, not market trading decisions.

How many Seagate (STX) shares does Lee James CI hold after these transactions?

After the reported transactions, Lee James CI directly holds 1,561 Ordinary Shares. He also holds 11,139 restricted share units, which each represent a contingent right to receive one additional Ordinary Share in the future under Seagate’s equity plans.

What is the significance of the 540 Seagate (STX) shares in this Form 4?

The 540 Ordinary Shares are designated as a tax-withholding disposition. They were withheld to satisfy tax obligations associated with the vesting and exercise of equity awards, a common administrative step that does not represent a voluntary open-market sale.

What are the restricted share units mentioned in the Seagate (STX) Form 4?

The restricted share units are equity awards granted under Seagate’s 2022 Equity Incentive Plan. Each RSU equals a contingent right to receive one Ordinary Share, with vesting occurring in quarterly installments following an initial one-quarter vest on July 22, 2025.

Was the Seagate (STX) equity activity for Lee James CI part of an employee plan?

Yes. The Form 4 notes RSUs granted under the Seagate Technology Holdings plc 2022 Equity Incentive Plan and also references shares acquired through an Employee Stock Purchase Plan, both of which are structured employee equity compensation programs.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/23/2026 - 04:54 PM Learn about SEC filing dates

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^*

Lee James CI

(Last) (First) (Middle)

SEAGATE TECHNOLOGY PLC

47488 KATO ROAD

(Street)

FREMONT CALIFORNIA 94538

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Seagate Technology Holdings plc [ STX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CLO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/22/2026

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
Ordinary Shares	04/22/2026		M		1,237	A	$0	1,561(1)	D
Ordinary Shares	04/22/2026		F		540	D	$579.88	1,021	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
Restricted Share Unit	(2)	04/22/2026		M			1,237	(3)	(3)	Ordinary Shares	1,237	$0	11,139	D

Explanation of Responses:

1. Includes 67 Ordinary Shares purchased by Reporting Person on January 31, 2026 under the Issuer's Employee Stock Purchase Plan. Such acquisition is exempt from reporting pursuant to Rule 16b-3 under the Securities Exchange Act of 1934.

2. Each restricted share unit ("RSU") represents a contingent right to receive one Ordinary Share of the Issuer.

3. Consists of a grant of RSUs awarded to the Reporting Person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan. Such RSUs vested as to one-quarter of the shares on July 22, 2025 and then in equal quarterly installments thereafter.

Remarks:

	/s/ Louis J. Thorson, Attorney-in-fact for James C. Lee	04/23/2026
	** 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)