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  4. [Form 4] Seagate Technology Holdings plc Insider Trading Activity

Seagate (NASDAQ: STX) CFO sells 9,076.25 shares, gets new options

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Seagate Technology Holdings plc (STX) reported insider equity activity by EVP & CFO Gianluca Romano. On August 20, 2026, Romano acquired 16,907 Ordinary Shares through vesting/settlement of Restricted Share Units and was granted 6,612 new RSUs plus 11,360 nonqualified stock options with an exercise price of $850.2400 per share. On August 21, 2026, he sold a total of 9,076.25 Ordinary Shares at $849.3548 per share in open-market or private transactions; post-transaction share holdings are not stated.

Positive

  • None.

Negative

  • None.

Insights

Analyzing...

Insider Romano Gianluca
Role EVP & CFO
Sold 9,076.25 shs ($7.71M)
Approx. gross sale proceeds $7.71M
Approx. exercise cost $0.00
Type Security Shares Price Value
Sale Ordinary Shares 2,705 $849.3548 $2.30M
Sale Ordinary Shares 4,900.75 $849.3548 $4.16M
Sale Ordinary Shares 1,470.5 $849.3548 $1.25M
Exercise Restricted Share Unit F1 5,039 $0.00 $0.00
Exercise Restricted Share Unit F2 9,129 $0.00 $0.00
Exercise Restricted Share Unit F2 2,739 $0.00 $0.00
Grant/Award Restricted Share Unit F3 4,259 $0.00 $0.00
Grant/Award Restricted Share Unit F4 1,810 $0.00 $0.00
Grant/Award Restricted Share Unit F4 543 $0.00 $0.00
Grant/Award NQ Stock Options F5 11,360 $0.00 $0.00
Exercise Ordinary Shares 5,039 $0.00 $0.00
Exercise Ordinary Shares 9,129 $0.00 $0.00
Exercise Ordinary Shares 2,739 $0.00 $0.00
Holdings After Transaction: Restricted Share Unit — 21,731 shares (Direct); NQ Stock Options — 11,360 shares (Direct); Ordinary Shares — 28,494 shares (Direct)
Footnotes (5)
  1. F1. Consists of a grant of Restricted Share Unit (RSU) awarded to the Reporting Person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan (the "2022 Plan") subject to a four-year vesting schedule. Subject to the Reporting Person's continuous employment, such RSUs vest as to one-quarter of the shares on August 20, 2026 and then in equal quarterly installments thereafter.
  2. F2. Consists of a grant of RSUs awarded to the Reporting Person under the Plan. Subject to the Reporting Person's continuous employment, 100% of such RSUs vested on the first anniversary of the grant date, August 20, 2026.
  3. F3. Consists of a grant of RSUs awarded to the Reporting Person under the Plan subject to a four-year vesting schedule. Subject to the Reporting Person's continuous employment, such RSUs vest as to one-quarter of the shares on August 20, 2027 and then in equal quarterly installments thereafter.
  4. F4. Consists of a grant of RSUs awarded to the Reporting Person under the Plan. Subject to the Reporting Person's continuous employment, 100% of such RSUs will vest on the first anniversary of the grant date, August 20, 2027.
  5. F5. Consists of Options awarded to the Reporting Person under the Plan subject to a four-year vesting schedule. Subject to the Reporting Person's continuous employment, such Options vest as to one-quarter of the shares on August 20, 2027 and the remaining portion shall vest in equal monthly installments over the following three years for a total vesting period of four years.
Ordinary Shares sold 9,076.25 shares Total across three sales on August 21, 2026
Sale price per Ordinary Share $849.3548 per share Sales on August 21, 2026
RSU shares vested into Ordinary Shares 16,907 shares RSU exercises/conversions on August 20, 2026
New RSUs granted 6,612 RSUs RSU grants on August 20, 2026
Nonqualified stock options granted 11,360 options Option grant on August 20, 2026
Option exercise price $850.2400 per share Exercise price for 11,360 nonqualified stock options
Restricted Share Unit financial
"Consists of a grant of Restricted Share Unit (RSU) awarded to the Reporting Person"
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.
Equity Incentive Plan financial
"awarded to the Reporting Person 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.
vesting schedule financial
"awarded to the Reporting Person under the 2022 Plan subject to a four-year vesting schedule"
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.
Nonqualified stock options financial
"Consists of Options awarded to the Reporting Person under the Plan subject to a four-year vesting schedule"
A nonqualified stock option is a company-issued right that lets an employee or contractor buy shares later at a preset price, like a coupon to purchase stock regardless of the market price. It matters to investors because when the option is used the recipient owes ordinary-income tax on the difference between market and preset price, which affects the holder’s financial decisions and can change the company’s share count and reported expenses.

FAQ

What insider transactions did Seagate (STX) CFO Gianluca Romano report on this Form 4?

Gianluca Romano reported three sales totaling 9,076.25 Ordinary Shares on August 21, 2026 at $849.3548 per share, along with RSU vesting for 16,907 shares and new equity awards, including 6,612 RSUs and 11,360 stock options granted on August 20, 2026.

How many Seagate (STX) shares did the CFO sell and at what price?

On August 21, 2026, the CFO sold 9,076.25 Ordinary Shares of Seagate at a price of $849.3548 per share in open-market or private transactions, as indicated by transaction code “S.”

What equity awards did Seagate (STX) grant to the CFO in this filing?

On August 20, 2026, the CFO received 6,612 Restricted Share Units (in three RSU grants) and 11,360 nonqualified stock options with an exercise price of $850.2400 per share, all under Seagate’s equity incentive plan.

What vesting schedules apply to the RSUs and options granted to the Seagate (STX) CFO?

Certain RSUs vest 100% on August 20, 2026 or August 20, 2027, while others, and the options, follow a four-year vesting schedule with one-quarter vesting on August 20, 2027 and the remainder vesting in periodic installments thereafter, subject to continuous employment.

Were the reported Seagate (STX) insider trades made under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox is not checked, so these transactions are not affirmed as being pursuant to a Rule 10b5-1 trading plan based on this filing.

How many RSUs vested into Seagate (STX) Ordinary Shares for the CFO in this period?

On August 20, 2026, RSU exercises or conversions resulted in the acquisition of 16,907 Ordinary Shares by the CFO, corresponding to three RSU-related transactions reported with code “M.”

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

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Romano Gianluca
(Last)(First)(Middle)
SEAGATE TECHNOLOGY HOLDINGS 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/20/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Ordinary Shares08/20/2026M5,039A$025,702.25D
Ordinary Shares08/21/2026S2,705D$849.354822,997.25D
Ordinary Shares08/20/2026M9,129A$032,126.25D
Ordinary Shares08/21/2026S4,900.75D$849.354827,225.5D
Ordinary Shares08/20/2026M2,739A$029,964.5D
Ordinary Shares08/21/2026S1,470.5D$849.354828,494D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Unit$008/20/2026M5,039 (1) (1)Ordinary Shares5,039$015,119D
Restricted Share Unit$008/20/2026M9,129 (2) (2)Ordinary Shares9,129$00D
Restricted Share Unit$008/20/2026M2,739 (2) (2)Ordinary Shares2,739$00D
Restricted Share Unit$008/20/2026A4,259 (3) (3)Ordinary Shares4,259$04,259D
Restricted Share Unit$008/20/2026A1,810 (4) (4)Ordinary Shares1,810$01,810D
Restricted Share Unit$008/20/2026A543 (4) (4)Ordinary Shares543$0543D
NQ Stock Options$850.2408/20/2026A11,360 (5) (5)Ordinary Shares11,360$011,360D
Explanation of Responses:
1. Consists of a grant of Restricted Share Unit (RSU) awarded to the Reporting Person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan (the "2022 Plan") subject to a four-year vesting schedule. Subject to the Reporting Person's continuous employment, such RSUs vest as to one-quarter of the shares on August 20, 2026 and then in equal quarterly installments thereafter.
2. Consists of a grant of RSUs awarded to the Reporting Person under the Plan. Subject to the Reporting Person's continuous employment, 100% of such RSUs vested on the first anniversary of the grant date, August 20, 2026.
3. Consists of a grant of RSUs awarded to the Reporting Person under the Plan subject to a four-year vesting schedule. Subject to the Reporting Person's continuous employment, such RSUs vest as to one-quarter of the shares on August 20, 2027 and then in equal quarterly installments thereafter.
4. Consists of a grant of RSUs awarded to the Reporting Person under the Plan. Subject to the Reporting Person's continuous employment, 100% of such RSUs will vest on the first anniversary of the grant date, August 20, 2027.
5. Consists of Options awarded to the Reporting Person under the Plan subject to a four-year vesting schedule. Subject to the Reporting Person's continuous employment, such Options vest as to one-quarter of the shares on August 20, 2027 and the remaining portion shall vest in equal monthly installments over the following three years for a total vesting period of four years.
Remarks:
/s/ Louis J. Thorson, Attorney-in-Fact for Gianluca Romano08/24/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR