Seagate (STX) EVP Teh Ban Seng gains 5,905 shares from performance unit vesting

Rhea-AI Filing Summary

Seagate Technology Holdings plc executive Teh Ban Seng exercised performance-based equity awards and received ordinary shares. On February 20, 2026, 5,905 Performance-Based Restricted Share Units were exercised for no cash price through a derivative exercise or conversion.

The same 5,905 units converted into 5,905 Ordinary Shares, increasing his directly held ordinary shares to 8,997 after the transaction. According to the compensation committee, the performance conditions tied to these units were determined to be met, and the shares vested on February 20, 2026.

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^*

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)
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		5,905	A	$0	8,997	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			5,905	(1)	(1)	Ordinary Shares	5,905	$0	0	D

Explanation of Responses:

1. 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 5,905 Performance Share Units granted on February 20, 2024. The 5,905 Ordinary Shares vested on February 20, 2026.

Remarks:

	/s/ Louis J. Thorson, Attorney-in-Fact for Ban Seng Teh	02/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Seagate (STX) report for Teh Ban Seng?

Seagate reported that EVP & Chief Commercial Officer Teh Ban Seng acquired shares through a performance-based equity vesting. 5,905 Performance-Based Restricted Share Units were exercised and converted into 5,905 Ordinary Shares once performance conditions were certified as achieved.

How many Seagate (STX) shares did Teh Ban Seng acquire in this Form 4?

Teh Ban Seng acquired 5,905 Ordinary Shares of Seagate. These came from the exercise and conversion of 5,905 Performance-Based Restricted Share Units that vested after the compensation committee confirmed the associated performance conditions had been satisfied.

What is Teh Ban Seng’s Seagate (STX) shareholding after this transaction?

After the transaction, Teh Ban Seng directly holds 8,997 Ordinary Shares of Seagate. This reflects the addition of 5,905 newly vested shares resulting from performance-based restricted share units that were granted earlier and have now fully vested.

Were Teh Ban Seng’s Seagate (STX) awards performance-based?

Yes, the equity awards were performance-based restricted share units. The compensation and people committee determined on January 24, 2026 that the performance conditions for 5,905 units granted on February 20, 2024 were met, allowing those units to vest into ordinary shares.

Did Teh Ban Seng sell any Seagate (STX) shares in this Form 4?

No sales were reported in this Form 4. The filing shows only exercises and conversions of 5,905 performance-based restricted share units into 5,905 Ordinary Shares, resulting in an increase in directly held Seagate shares rather than any disposition.

When did Teh Ban Seng’s Seagate (STX) performance share units vest?

The 5,905 performance share units vested on February 20, 2026. The compensation and people committee had previously determined on January 24, 2026 that the performance conditions tied to these units, originally granted on February 20, 2024, were successfully met.