[Form 4] Seagate Technology Holdings PLC Insider Trading Activity

Rhea-AI Filing Summary

Seagate Technology Holdings plc (STX) reported that Ban Seng Teh, EVP & Chief Commercial Officer, received equity awards on 08/20/2025. The filing shows a grant of 24,192 non-qualified stock options with an exercise price of $158.40 and an expiration/vesting framework tied to a four-year schedule, plus three separate restricted share unit (RSU) awards totaling 18,945 ordinary shares (9,071; 7,595; 2,279). All awards are reported as directly owned following the transactions. The options and the first RSU grant are subject to a four-year vesting schedule with 25% vesting on August 20, 2026 and the remainder vesting in installments; two RSU grants include one‑year cliff vesting on August 20, 2026 or quarterly vesting thereafter as specified. The form was signed by an attorney-in-fact on behalf of the reporting person on 08/22/2025.

Positive

• Equity-based compensation awarded to a senior officer which aligns management incentives with shareholder value.
• Detailed vesting schedules are disclosed, including a four-year schedule with a 25% one‑year vest and specified subsequent installments.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine executive equity awards were granted to the EVP/CCO, aligning compensation with long-term share performance.

The Form 4 documents a standard package of equity-based compensation: 24,192 NQ stock options at a stated exercise price of $158.40 and RSU grants totaling 18,945 ordinary shares. The primary vesting schedule for the option and one RSU grant is four years with a 25% vest on August 20, 2026 and the remainder in installments, while other RSUs vest fully on the first anniversary or in quarterly installments as described. These awards are reported as directly owned and are customary for senior executives; the filing does not disclose any cash transactions, sales, or exercises. From a modeling perspective, these grants represent future potential share issuance subject to vesting and exercise terms disclosed.

Corporate Governance Expert

TL;DR: The disclosure is a standard Section 16 filing showing new equity awards with explicit vesting schedules and direct ownership.

The Form 4 clearly identifies the reporting person as EVP & Chief Commercial Officer and lists the specific award types, quantities, and the stated option exercise price. Vesting provisions are spelled out: a four‑year schedule with a 25% one‑year vest and continued service-based vesting thereafter for certain grants, and one‑year cliff vesting for others. The form is executed by an attorney‑in‑fact, which is properly disclosed. There are no amendments, sales, or transfers reported. The filing provides the necessary transparency for insider compensation events under Section 16.

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

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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^*

Teh Ban Seng

(Last) (First) (Middle)

SEAGATE TECHNOLOGY HOLDINGS 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 & Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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

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
NQ Stock Option	$158.4	08/20/2025		A		24,192		(1)	08/20/2032	Ordinary Shares	24,192	$0	24,192	D
Restricted Share Unit	$0	08/20/2025		A		9,071		(2)	(2)	Ordinary Shares	9,071	$0	9,071	D
Restricted Share Unit	$0	08/20/2025		A		7,595		(3)	(3)	Ordinary Shares	7,595	$0	7,595	D
Restricted Share Unit	$0	08/20/2025		A		2,279		(3)	(3)	Ordinary Shares	2,279	$0	2,279	D

Explanation of Responses:

1. Options granted to the Reporting Person under the Seagate Technology plc 2022 Equity Incentive Plan the ("Plan") are subject to a four-year vesting schedule. Subject to continuous employment, 25% shall vest on August 20, 2026 and the remaining portion shall vest in equal monthly installments over the following three years for a total vesting period of four years.

2. Consists of a grant of Restricted Share Unit (RSU) 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, 2026 and then in equal quarterly installments thereafter.

3. 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, 2026.

Remarks:

	/s/ Louis J. Thorson, Attorney-in-Fact for Ban Seng Teh	08/22/2025
	** 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.

FAQ

What did Ban Seng Teh receive according to the Form 4 for STX?

The Form 4 reports 24,192 NQ stock options at an exercise price of $158.40 and RSU grants totaling 18,945 ordinary shares (9,071; 7,595; 2,279).

When were the transactions for the STX insider grants dated?

The transactions are dated 08/20/2025 and the Form 4 was signed on 08/22/2025.

What vesting schedules apply to the awards reported in the STX Form 4?

One option grant and an RSU grant follow a four‑year vesting schedule with 25% vesting on August 20, 2026 and the remainder vesting in installments; other RSUs vest 100% on August 20, 2026 or in quarterly installments as specified.

How are the awards reported in terms of ownership form on the filing?

All reported awards are listed as direct (D) ownership following the transactions.

What is the reporting person's role at Seagate according to the filing?

The reporting person is identified as EVP & Chief Commercial Officer and is also listed under the officer box.