Seagate (STX) EVP reports 5,846-share sale after PSU vesting

Rhea-AI Filing Summary

Seagate Technology Holdings plc executive Chong Kian Fatt reported a combination of equity vesting and share sales. On February 20, 2026, 4,427 Performance-Based Restricted Share Units were converted into 4,427 Ordinary Shares at a stated price of $0.00 per share after performance conditions were certified as met. On February 23, 2026, he executed an open-market sale of 5,846 Ordinary Shares at a weighted average price of $416.4797 per share in multiple trades, leaving 0 Ordinary Shares held directly after the reported transactions.

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

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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^*

Chong Kian Fatt

(Last) (First) (Middle)

SEAGATE TECHNOLOGY PLC

47488 KATO ROAD

(Street)

FREMONT CA 94538

(City) (State) (Zip)

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 Global Operations

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	02/20/2026		M		4,427	A	$0	5,846(1)	D
Ordinary Shares	02/23/2026		S		5,846	D	$416.4797(2)	0	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
Performance-Based Restricted Share Units	$0	02/20/2026		M			4,427	(3)	(3)	Ordinary Shares	4,427	$0	0	D

Explanation of Responses:

1. Includes 161 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. These Ordinary Shares were sold in multiple trades at prices ranging from $416.47 to $416.48. 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.

3. On January 24, 2026 the Compensation and People Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to the 4,427 Performance Share Units granted on February 20, 2024. The 4,427 Ordinary Shares vested on February 20, 2026.

Remarks:

	/s/ Louis J. Thorson, Attorney-in-Fact for Kian Fatt Chong	02/23/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Seagate (STX) EVP Chong Kian Fatt report?

Seagate EVP Chong Kian Fatt reported an open-market sale of 5,846 Ordinary Shares. The transaction followed the vesting and conversion of 4,427 performance-based restricted share units into Ordinary Shares upon satisfaction of performance conditions determined by the Compensation and People Committee.

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

He sold 5,846 Ordinary Shares of Seagate at a weighted average price of $416.4797 per share. The filing notes these shares were sold in multiple trades within a narrow price range between $416.47 and $416.48 during the reported open-market transaction.

What equity awards vested for the Seagate (STX) EVP before the share sale?

4,427 Performance-Based Restricted Share Units vested for the Seagate EVP after performance conditions were determined to be met. These units, originally granted February 20, 2024, converted into 4,427 Ordinary Shares that vested on February 20, 2026, according to the Compensation and People Committee’s determination.

Did Chong Kian Fatt hold Seagate (STX) shares after the reported Form 4 transactions?

After the reported transactions, the Form 4 shows Chong Kian Fatt directly owning 0 Ordinary Shares. This figure reflects the position following the combination of performance share vesting and the subsequent open-market sale reported in the non-derivative transaction table.

What does the Form 4 say about the pricing of the Seagate (STX) share sale?

The Form 4 states the Ordinary Shares were sold in multiple trades between $416.47 and $416.48. The reported price of $416.4797 represents the weighted average sale price, with detailed trade information available upon request from the issuer, SEC staff, or security holders.

Were any Seagate (STX) shares acquired through an employee purchase plan?

A footnote explains that 161 Ordinary Shares were previously purchased on January 31, 2026 under Seagate’s Employee Stock Purchase Plan. This acquisition was exempt from reporting under Rule 16b-3, and is referenced to clarify the composition of the reporting person’s historical holdings.