Seagate CTO awarded 30K shares, tax sale 15K

EVP & CTO John Christopher Morris had performance-based awards vest into Seagate shares, with part of the shares sold only to cover tax withholding.

Rhea-AI Filing Summary

Seagate Technology Holdings plc (STX) reported that EVP & CTO John Christopher Morris had performance-based equity awards vest and related tax sales. On September 14, 2026, 30,130 Performance Share Units granted on September 11, 2023 vested after the Compensation and People Committee certified achievement of the applicable performance conditions and were settled in 30,130 Ordinary Shares. On September 15, 2026, 15,465.5 Ordinary Shares were sold in the market, which the company states were sales made pursuant to an issuer-mandated sell-to-cover arrangement solely to satisfy tax withholding obligations.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Morris John Christopher

Role EVP & CTO

Sold 15,465.5 shs ($11.94M)

Approx. gross sale proceeds $11.94M

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Ordinary Shares F2	15,465.5	$772.1512	$11.94M
Exercise	Performance-Based Restricted Share Units F3	30,130	$0.00	$0.00
Exercise	Ordinary Shares F1	30,130	$0.00	$0.00

Holdings After Transaction: Performance-Based Restricted Share Units — 0 contracts (Direct); Ordinary Shares — 31,132.25 shares (Direct)

Footnotes (3)

1. F1. Represents Ordinary Shares issued upon the vesting and settlement of Performance Share Units granted on September 11, 2023, following certification by the Compensation and People Committee of the achievement of the applicable performance conditions.
2. F2. Represents sales made pursuant to Issuer mandated sell-to-cover solely to satisfy tax withholding obligations.
3. F3. Performance Share Units granted on September 11, 2023 vested and were settled in Ordinary Shares upon certification of the applicable performance conditions by the Compensation and People Committee.

Key Figures

Shares sold to cover taxes: 15,465.5 shares Sale price per share: $772.1512 per share Performance Share Units vested: 30,130 units +3 more

6 metrics

Shares sold to cover taxes 15,465.5 shares Ordinary Shares sold September 15, 2026 under issuer-mandated sell-to-cover

Sale price per share $772.1512 per share Price reported for 15,465.5 Ordinary Shares sold September 15, 2026

Performance Share Units vested 30,130 units Performance Share Units granted September 11, 2023 vested September 14, 2026

Shares issued on vesting 30,130 Ordinary Shares Ordinary Shares issued upon vesting and settlement of Performance Share Units

Performance Share Units remaining 0 units Reported total following the September 14, 2026 vesting and settlement

Grant date of Performance Share Units September 11, 2023 Date the vested Performance Share Units were originally granted

Key Terms

Performance Share Units, sell-to-cover, tax withholding obligations, Compensation and People Committee

4 terms

Performance Share Units financial

"Performance Share Units granted on September 11, 2023 vested and were settled"

Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.

sell-to-cover financial

"sales made pursuant to Issuer mandated sell-to-cover solely to satisfy tax"

Sell-to-cover is when part of newly issued or exercised company stock is immediately sold to pay required taxes and fees, so the recipient keeps the remaining shares. For investors this matters because it reduces the number of shares insiders or employees actually hold after a grant, can create small, routine share sales that aren’t signal of cashing out, and slightly increases share supply on the market—like selling a portion of a paycheck to cover the tax bill.

tax withholding obligations financial

"sell-to-cover solely to satisfy tax withholding obligations"

Compensation and People Committee financial

"following certification by the Compensation and People Committee of the achievement"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Seagate (STX) report for EVP & CTO John Christopher Morris?

The report shows 30,130 Performance Share Units vested and were settled into Ordinary Shares on September 14, 2026, and 15,465.5 Ordinary Shares sold on September 15, 2026 under an issuer-mandated sell-to-cover for tax withholding.

How many Seagate (STX) Performance Share Units vested for John Christopher Morris?

On September 14, 2026, 30,130 Performance Share Units granted on September 11, 2023 vested and were settled in the same number of Ordinary Shares after the Compensation and People Committee certified the achievement of performance conditions.

At what price were Seagate (STX) shares sold in the Form 4 for John Christopher Morris?

The filing reports a sale of 15,465.5 Ordinary Shares on September 15, 2026 at $772.1512 per share in a sale described as made under an issuer-mandated sell-to-cover solely to satisfy tax withholding obligations.

Were John Christopher Morris’s Seagate (STX) share sales under a Rule 10b5-1 plan?

The filing indicates the Rule 10b5-1 checkbox is not affirmed and the footnotes state the sales were made pursuant to an issuer-mandated sell-to-cover solely to satisfy tax withholding obligations, not a discretionary trading plan.

What happened to John Christopher Morris’s Seagate (STX) Performance Share Units after vesting?

The 30,130 Performance Share Units granted on September 11, 2023 vested on September 14, 2026 and were settled entirely in Ordinary Shares, leaving 0 units of that award reported as outstanding after the transaction.

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

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Available on EDGAR 09/16/2026 - 04:11 PM Accepted by SEC EDGAR 09/16/2026 - 04:10 PM Learn about SEC filing dates

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

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^*

Morris John Christopher

(Last) (First) (Middle)

SEAGATE TECHNOLOGY 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CTO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/14/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	09/14/2026		M		30,130(1)	A	$0	46,597.75	D
Ordinary Shares	09/15/2026		S		15,465.5(2)	D	$772.1512	31,132.25	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	09/14/2026		M			30,130	(3)	(3)	Ordinary Shares	30,130	$0	0	D

Explanation of Responses:

1. Represents Ordinary Shares issued upon the vesting and settlement of Performance Share Units granted on September 11, 2023, following certification by the Compensation and People Committee of the achievement of the applicable performance conditions.

2. Represents sales made pursuant to Issuer mandated sell-to-cover solely to satisfy tax withholding obligations.

3. Performance Share Units granted on September 11, 2023 vested and were settled in Ordinary Shares upon certification of the applicable performance conditions by the Compensation and People Committee.

Remarks:

	/s/ Louis J. Thorson, Attorney-in-Fact for John C. Morris	09/16/2026
	** 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.
* Form 4: SEC 1474 (03-26)