Seagate (STX) insider: 6,935 PSUs vested; multiple 10b5-1 sales reported
Rhea-AI Filing Summary
Seagate Technology Holdings plc (STX) insider report for John C. Morris shows multiple transactions in September 2025 under an existing Rule 10b5-1 plan and equity awards vesting. On 09/11/2025 the reporting person acquired 941 ordinary shares via restricted share units and on 09/14/2025 6,935 performance-based restricted share units vested and were acquired. Concurrently, the reporting person sold multiple blocks of ordinary shares across 09/11/2025 and 09/12/2025 at weighted average prices ranging roughly from $193.33 to $198.22, with several specific weighted-average prices disclosed.
The Form 4 discloses that many sales on 09/11/2025 were executed pursuant to a Rule 10b5-1 trading plan adopted June 1, 2025. Following the reported transactions, beneficial ownership declined from 25,620 shares before sales to 13,615 shares after the final reported sale on 09/14/2025, with derivative holdings shown for vested units totaling 7,535 RSUs.
Positive
- Performance-based equity vested: 6,935 Performance Share Units vested on 09/14/2025, converting to ordinary shares.
- Use of documented trading plan: Sales on 09/11/2025 were executed under a Rule 10b5-1 plan adopted 06/01/2025, indicating pre-established disposition rules.
- Disclosure of weighted-average prices ranges: Filings include weighted-average sale prices and offer to provide transaction-level details on request.
Negative
- Material reduction in insider ownership: Direct beneficial ownership decreased from 25,620 shares to 13,615 shares after reported transactions.
- Significant share sales: Multiple sell transactions between 09/11/2025 and 09/12/2025 totaling several thousand shares at prices around $193–$198.
Insights
TL;DR: Insider sales under a 10b5-1 plan reduced holdings while performance-based RSUs vested, both routine but material to insider ownership levels.
The filing documents multiple market sales executed under a Rule 10b5-1 plan and the vesting of performance-based and restricted share units. Sales occurred across 09/11/2025–09/12/2025 at weighted-average prices disclosed between approximately $193 and $198, reducing direct beneficial ownership from 25,620 to 13,615 ordinary shares. Simultaneously, 6,935 performance-based RSUs vested on 09/14/2025, increasing derivative-turned-ordinary share count. For investors, the form signals a meaningful change in this insider's net share position but reflects planned dispositions and standard compensation realization rather than an unscheduled transaction.
TL;DR: Transactions appear compliant and documented: 10b5-1 plan usage and Compensation Committee vesting determination are disclosed.
The Form 4 includes explicit disclosures that sales were made pursuant to a Rule 10b5-1 trading plan adopted on June 1, 2025, and that the Compensation Committee certified performance conditions for a portion of 2022 Performance Share Units. The filing provides weighted-average sale prices and offers to provide trade-level details upon request, which supports regulatory transparency. There is no indication in the form of amendments, errata, or withheld material information in the sections provided.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Performance-Based Restricted Share Units | 6,935 | $0.00 | -- |
| Exercise | Performance-Based Restricted Share Units | 6,935 | $0.00 | -- |
| Exercise | Ordinary Shares | 6,935 | $0.00 | -- |
| Tax Withholding | Ordinary Shares | 3,163 | $195.99 | $620K |
| Sale | Ordinary Shares | 1,812 | $193.9237 | $351K |
| Sale | Ordinary Shares | 4,200 | $194.9369 | $819K |
| Sale | Ordinary Shares | 5,081 | $195.9627 | $996K |
| Sale | Ordinary Shares | 2,954 | $196.999 | $582K |
| Sale | Ordinary Shares | 1,300 | $197.8492 | $257K |
| Exercise | Restricted Share Unit | 941 | $0.00 | -- |
| Exercise | Ordinary Shares | 941 | $0.00 | -- |
| Tax Withholding | Ordinary Shares | 430 | $196.81 | $85K |
Footnotes (1)
- All sales of Ordinary Shares reported herein were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 1, 2025. These Ordinary Shares were sold in multiple trades at prices ranging from $193.33 to $194.28. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected. These Ordinary Shares were sold in multiple trades at prices ranging from $194.40 to $195.38. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected. These Ordinary Shares were sold in multiple trades at prices ranging from $195.42 to $196.41. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected. These Ordinary Shares were sold in multiple trades at prices ranging from $196.44 to $197.33. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected. These Ordinary Shares were sold in multiple trades at prices ranging from $197.54 to $198.22. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected. Consists of a grant of restricted share units awarded to the reporting person under the Seagate Technology plc 2022 Equity Incentive Plan. Subject to the Reporting Person's continuous employment, one-quarter vested starting on September 11, 2024 and then in equal quarterly installments over the following three years for a total vesting period of four years. On September 14, 2025, the Compensation Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to 6,935 of the 7,985 Performance Share Units granted on September 9, 2022. The 6,935 Ordinary Shares vested on September 14, 2025.
