[Form 4] Western Digital Corp. Insider Trading Activity

Rhea-AI Filing Summary

Vidyadhara K. Gubbi, Chief of Global Operations at Western Digital Corporation (WDC), reported insider transactions dated 08/21/2025. The filing shows conversion of dividend equivalent rights into shares and payment of a fractional cash amount, resulting in beneficial ownership changes. It also discloses withholding of 2,773 shares sold at $74.66 to satisfy tax obligations tied to vesting, leaving the reporting person with 147,929 shares after the transactions. The derivative entry reflects 9.4357 shares from dividend equivalent rights and a reported total of 160.1756 derivative units following the transaction. All transactions were filed on Form 4 and executed under standard Rule 16 reporting conventions.

Positive

• Dividend equivalent rights were converted into shares on a one-for-one basis, increasing beneficial ownership through equity compensation

Negative

• None.

Insights

Securities Analyst

TL;DR: Insider received shares via dividend-equivalent conversion and had shares withheld to cover taxes; transactions appear routine and non-material to valuation.

The Form 4 shows the reporting person received shares when dividend equivalent rights were converted on a one-for-one basis and a fractional cash payment was made. Separately, 2,773 shares were withheld/sold at $74.66 to satisfy tax withholding obligations related to vesting. The net effect lowered the reporting person's share count to 147,929. These actions are common around RSU vesting and tax settlement and do not indicate unusual trading patterns or material disposition relative to a public company’s outstanding float based on the data provided.

Corporate Governance Expert

TL;DR: Transactions reflect standard equity compensation mechanics—conversion of dividend equivalents and tax-withholding—consistent with Rule 16 reporting.

The filing explicitly states the dividend equivalent rights were converted into shares on a one-for-one basis in connection with RSU vesting, with a cash settlement for any fractional share. The tax obligation was satisfied by withholding 2,773 shares pursuant to Rule 16b-3(e). The Form 4 was signed by an attorney-in-fact, indicating proper execution. There is no indication of an 10b5-1 plan or other unusual arrangements in the disclosed text.

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
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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^*

Gubbi Vidyadhara K

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief of Global Operations

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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	08/21/2025		M		9(1)	A	$0.0	150,702	D
Common Stock	08/21/2025		F		2,773(2)	D	$74.66	147,929	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
Dividend Equivalent Rights	(1)	08/21/2025		M			9.4357	(1)	(1)	Common Stock	9.4357	$0.0	160.1756	D

Explanation of Responses:

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.

2. Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).

	By: /s/ Sandra Garcia Attorney-in-Fact For: Vidyadhara K. Gubbi	08/25/2025
	** 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.
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FAQ

What did the Form 4 filed for WDC disclose about Vidyadhara Gubbi's transactions?

The Form 4 shows conversion of dividend equivalent rights into shares on 08/21/2025 and the withholding/sale of 2,773 shares at $74.66 to satisfy tax obligations, resulting in 147,929 shares owned.

How many shares were withheld to cover taxes and at what price?

2,773 shares were withheld/sold at an average price of $74.66 to satisfy the tax withholding related to vesting.

Did the filing indicate payment for fractional dividend equivalents?

Yes. The filer received a cash payment to settle any fractional dividend equivalent right resulting from the conversion into shares.

Were the dividend equivalents converted into common stock or cash?

The dividend equivalent rights were converted and paid in the form of shares of common stock on a one-for-one basis, with cash only for fractional amounts.

Who executed the Form 4 filing on behalf of the reporting person?

The Form 4 was executed by /s/ Sandra Garcia, Attorney-in-Fact for Vidyadhara K. Gubbi, dated 08/25/2025.