Western Digital (NASDAQ: WDC) CEO equity vests, shares withheld for taxes
Rhea-AI Filing Summary
WESTERN DIGITAL CORP (WDC) reported that Chief Executive Officer and director Irving Tan had dividend equivalent rights convert into common stock and related tax withholdings. On August 20 and 21, 2026, dividend equivalent rights were converted one-for-one into small amounts of common stock in connection with the vesting of restricted stock units, with any fractional right settled in cash. On those same dates, shares of common stock were withheld to satisfy tax obligations upon vesting in accordance with Rule 16b-3(e). These are compensation-related conversions and tax-withholding events rather than open-market purchases or sales.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 651 shares
Net Sell
6 txns
Insider
Tan Irving
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Dividend Equivalent Rights F1 | 25.0128 | $0.00 | $0.00 |
| Exercise | Common Stock F1 | 25 | $0.00 | $0.00 |
| Tax Withholding | Common Stock F2 | 545 | $459.44 | $250K |
| Exercise | Dividend Equivalent Rights F1 | 13.2646 | $0.00 | $0.00 |
| Exercise | Common Stock F1 | 13 | $0.00 | $0.00 |
| Tax Withholding | Common Stock F2 | 144 | $469.05 | $68K |
Holdings After Transaction:
Dividend Equivalent Rights — 848.3855 shares (Direct);
Common Stock — 575,315 shares (Direct)
Footnotes (2)
- F1. 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.
- F2. Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).
Key Figures
Dividend equivalent rights exercised (shares underlying): 38.2774 shares of Common Stock
Shares acquired via conversion on Aug 20, 2026: 13 shares of Common Stock
Shares acquired via conversion on Aug 21, 2026: 25 shares of Common Stock
+3 more
6 metrics
Dividend equivalent rights exercised (shares underlying)
38.2774 shares of Common Stock
Total underlying shares from dividend equivalent rights conversions on August 20 and 21, 2026
Shares acquired via conversion on Aug 20, 2026
13 shares of Common Stock
Conversion of 13.2646 dividend equivalent rights into common stock, one-for-one, with fractional right settled in cash
Shares acquired via conversion on Aug 21, 2026
25 shares of Common Stock
Conversion of 25.0128 dividend equivalent rights into common stock, one-for-one, with fractional right settled in cash
Shares withheld for tax on Aug 20, 2026
144 shares at $469.05 per share
Payment of tax obligation by withholding securities incident to vesting under Rule 16b-3(e)
Shares withheld for tax on Aug 21, 2026
545 shares at $459.44 per share
Payment of tax obligation by withholding securities incident to vesting under Rule 16b-3(e)
Shares withheld for tax (total)
689 shares of Common Stock
Sum of shares withheld for tax obligations on August 20 and 21, 2026 (144 + 545)
Key Terms
Dividend Equivalent Rights, restricted stock units, Rule 16b-3(e)
3 terms
Dividend Equivalent Rights financial
"The dividend equivalent rights were converted into, and paid in the form of, shares"
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
restricted stock units financial
"in connection with the vesting of restricted stock units to which the dividend"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Rule 16b-3(e) regulatory
"Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e)."
FAQ
What insider transactions did WDC CEO Irving Tan report on this Form 4?
Irving Tan reported conversions of dividend equivalent rights into common stock tied to vesting restricted stock units on August 20 and 21, 2026, and related withholdings of common stock to pay tax obligations under Rule 16b-3(e).
Were Irving Tan’s WDC transactions made under a Rule 10b5-1 trading plan?
The Form 4’s Rule 10b5-1 checkbox was not marked, and there is no footnote stating that these transactions were made pursuant to a Rule 10b5-1 trading plan. The reported events are equity award vesting and related tax withholdings.
AI-generated analysis. How Rhea-AI works. Not financial advice.
