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WDC insider update: Director Massengill RSU grant and adjusted units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Western Digital Corp. (WDC) reported a Form 4 insider transaction for director Matthew E. Massengill dated 11/20/2025. He received a grant of 1,585 restricted stock units, each representing a contingent right to one share of Western Digital common stock at no cash cost.

After this grant, Massengill beneficially owns 28,897 common shares directly, 36,926 indirectly through a family trust, and 500 indirectly through an IRA. The filing notes that these holdings include 8,508 additional stock units received in connection with Western Digital’s February 21, 2025 spin-off, where each outstanding stock unit was adjusted using an equity conversion ratio of 1.452526 per unit under an Employee Matters Agreement.

Positive

  • None.

Negative

  • None.
Insider MASSENGILL MATTHEW E
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 1,585 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 28,897 shares (Direct); Common Stock — 36,926 shares (Indirect, By Family Trust)
Footnotes (1)
  1. Represents the grant of restricted stock units to the Reporting Person. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. Includes 8,508 additional stock units acquired by the Reporting Person in connection with the Issuer's spin-off (the "Spin-Off") of a then-wholly owned subsidiary of the Issuer on February 21, 2025. Pursuant to an Employee Matters Agreement, at the effective time of the Spin-Off, each outstanding Issuer stock unit was adjusted and converted into additional stock units based on the equity conversion ratio of 1.452526 per every Issuer stock unit.
Form 4 Insider Transactions: What Each Field Means →
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*
MASSENGILL MATTHEW E
(Last) (First) (Middle)
C/O WESTERN DIGITAL CORPORATION
5601 GREAT OAKS PARKWAY
(Street)
SAN JOSE CA 95119
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WESTERN DIGITAL CORP [ WDC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025
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
Common Stock(1) 11/20/2025 A 1,585 A $0.0 28,897(2) D
Common Stock 36,926 I By Family Trust
Common Stock 500 I by IRA
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
Explanation of Responses:
1. Represents the grant of restricted stock units to the Reporting Person. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
2. Includes 8,508 additional stock units acquired by the Reporting Person in connection with the Issuer's spin-off (the "Spin-Off") of a then-wholly owned subsidiary of the Issuer on February 21, 2025. Pursuant to an Employee Matters Agreement, at the effective time of the Spin-Off, each outstanding Issuer stock unit was adjusted and converted into additional stock units based on the equity conversion ratio of 1.452526 per every Issuer stock unit.
By: /s/ Sandra Garcia Attorney-in-Fact For: Matthew E. Massengill 11/21/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Western Digital (WDC) report on this Form 4?

The Form 4 reports that director Matthew E. Massengill received a grant of 1,585 restricted stock units of Western Digital common stock on 11/20/2025.

How many Western Digital (WDC) shares does the director own after the reported transaction?

Following the transaction, the director beneficially owns 28,897 shares directly, 36,926 shares indirectly through a family trust, and 500 shares indirectly through an IRA.

What are the terms of the restricted stock units granted to the Western Digital (WDC) director?

Each restricted stock unit represents a contingent right to receive one share of Western Digital common stock, with the grant reported at a price of $0.0 per unit.

How did the Western Digital (WDC) spin-off affect the director’s stock units?

The holdings include 8,508 additional stock units acquired in connection with Western Digital’s spin-off on February 21, 2025, where each outstanding stock unit was adjusted using an equity conversion ratio of 1.452526 per unit under an Employee Matters Agreement.

What is the relationship of the reporting person to Western Digital (WDC)?

The reporting person, Matthew E. Massengill, is identified in the filing as a Director of Western Digital Corp.

Is this Western Digital (WDC) Form 4 filed for one reporting person or multiple?

The Form 4 is indicated as being filed by one reporting person, not by a group.