Western Digital Insider: RSU Dividend Equivalents Converted, 4,836 Shares Withheld
Rhea-AI Filing Summary
Brian Scott Davis, Chief Sales & Mrktg Officer of Western Digital Corp. (WDC), reported changes in beneficial ownership dated 08/20/2025. Dividend equivalent rights tied to vested restricted stock units were converted one-for-one into common shares and fractional amounts were settled in cash. Following the conversion, 131,333 shares were recorded as acquired. Separately, 4,836 shares were withheld to satisfy tax withholding obligations at a reported price of $75.64, leaving 126,497 shares beneficially owned after the transactions. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Davis on 08/21/2025.
Positive
- Dividend equivalent rights converted to common shares, increasing reported holdings before tax withholding
- Tax obligations satisfied via share withholding, a routine and administratively efficient settlement method
Negative
- None.
Insights
TL;DR: Routine insider reporting following RSU vesting; shares issued from dividend equivalents and withholding used to satisfy taxes.
The filing documents a common governance event: dividend equivalent rights associated with vested restricted stock units were converted into common stock on a one-for-one basis, and fractional rights were settled in cash. The reporting person then had 4,836 shares withheld to meet tax obligations at $75.64 per share. This is a standard equity compensation settlement and tax-withholding mechanism consistent with Rule 16b-3(e).
TL;DR: Compensation-related share issuance increased insider stake then reduced it via tax-withholding; transaction is non-cash for the company.
The conversion of dividend equivalent rights into 131,333 shares increases the insider's reported holdings before withholding. Withholding of 4,836 shares at $75.64 reduced the net beneficial ownership to 126,497 shares. No cash purchase or sale by open-market trade is reported; the movements arise from equity compensation settlement and tax withholding, which are ordinary, non-disruptive events for investors.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Dividend Equivalent Rights | 16.461 | $0.00 | -- |
| Exercise | Common Stock | 14 | $0.00 | -- |
| Tax Withholding | Common Stock | 4,836 | $75.64 | $366K |
Footnotes (1)
- The dividend equivalent rights were converted into, and paid in the form of, shares of the Issuer's common stock on a one-for-one basis in connection with the vesting of restricted stock units to which the dividend equivalent rights relate. A cash amount was also paid to the holder to settle a fractional dividend equivalent right. Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).
