STX Form 4: Mosley awarded 153,700 options plus 53,002 RSUs with multi-year vesting

Rhea-AI Filing Summary

William D. Mosley, identified as a director and CEO of Seagate Technology Holdings plc (STX), reported equity awards granted on 08/20/2025. The report shows a non-qualified stock option for 153,700 ordinary shares with an exercise/conversion price of $158.4 and an expiration noted as 08/20/2032. In addition, three restricted share unit (RSU) awards were reported totaling 25,617, 21,065, and 6,320 RSUs, each converting to ordinary shares on vesting.

The option award is subject to a four-year vesting schedule with 25% vesting on 08/20/2026 and the remainder vesting monthly over the following three years, subject to continued employment. One RSU tranche vests 25% on 08/20/2026 then quarterly thereafter; two other RSU tranches have vesting provisions, including one that vests 100% on the first anniversary (08/20/2026), all subject to continued employment.

Positive

• Material disclosure of award sizes: Option for 153,700 shares and RSU awards of 25,617, 21,065 and 6,320 are explicitly reported
• Clear vesting schedules: Option vests 25% on 08/20/2026 with the remainder monthly over three years; RSUs have defined one- and four-year vesting terms
• Compliance with reporting rules: Form 4 filed and signed (via attorney-in-fact), fulfilling Section 16 disclosure requirements

Negative

• None.

Insights

Financial Analyst

TL;DR: Executive received substantial long-term equity awards: 153,700 options and multiple RSU tranches, vesting over one to four years.

The grant package reported is typical for senior executive incentive compensation and emphasizes retention through multi-year vesting schedules. The non-qualified option covers 153,700 ordinary shares with a stated exercise price of $158.4 and an indicated expiration date of 08/20/2032. The RSU awards total 25,617, 21,065 and 6,320 units with vesting schedules that begin on 08/20/2026, including one tranche that vests fully on the first anniversary and others vesting over four years. For investors, these awards represent potential future dilution when vested and exercised and align management pay with share-price performance over medium to long horizons. The filing contains no cash compensation figures or performance conditions beyond time-based vesting.

Corporate Governance Expert

TL;DR: Time-based equity grants reinforce retention incentives; disclosures are procedural and comply with Rule 16 reporting.

The Form 4 documents a time-vesting stock option and multiple RSU awards to the CEO/director, with explicit vesting schedules and an attorney-in-fact signature. The explanations specify continued employment as the vesting condition and include the grant mechanics under the 2022 Equity Incentive Plan. The disclosure is limited to grant terms and does not indicate any performance-based conditions or accelerated vesting provisions. The filing appears to meet Section 16 reporting requirements and provides shareholders clear, focused information on the nature and timing of these awards.

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^*

MOSLEY WILLIAM D

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

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		153,700		(1)	08/20/2032	Ordinary Shares	153,700	$0	153,700	D
Restricted Share Unit	$0	08/20/2025		A		25,617		(2)	(2)	Ordinary Shares	25,617	$0	25,617	D
Restricted Share Unit	$0	08/20/2025		A		21,065		(3)	(3)	Ordinary Shares	21,065	$0	21,065	D
Restricted Share Unit	$0	08/20/2025		A		6,320		(3)	(3)	Ordinary Shares	6,320	$0	6,320	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 William D. Mosley	08/22/2025
	** 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 did William D. Mosley report on Form 4 for STX?

The Form 4 reports a grant on 08/20/2025 of a non-qualified stock option for 153,700 shares (exercise price $158.4, expiration shown 08/20/2032) and three RSU awards of 25,617, 21,065, and 6,320 RSUs.

When do the awarded options and RSUs vest?

The option vests on a four-year schedule with 25% vesting on 08/20/2026 and the remainder vesting monthly over the next three years. One RSU grant vests 25% on 08/20/2026 then quarterly thereafter; another RSU grant vests 100% on 08/20/2026; the third RSU follows a four-year schedule.

What is the exercise price and expiration of the stock option reported?

The reported non-qualified stock option shows a conversion/exercise price of $158.4 and an expiration date indicated as 08/20/2032 in the filing.

Are these awards subject to performance conditions?

No performance conditions are disclosed in the Form 4; the awards described are time-based and conditioned on continued employment per the explanations.

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Louis J. Thorson, Attorney-in-Fact for William D. Mosley and dated 08/22/2025.