[Form 4] Western Digital Corp. Insider Trading Activity

Rhea-AI Filing Summary

Cynthia Tregillis, CLO and Corporate Secretary of Western Digital Corporation (WDC), reported securities transactions on Form 4 dated 08/20/2025. The filing shows conversion of dividend equivalent rights into 205.2347 shares of common stock on a one-for-one basis in connection with restricted stock unit vesting, increasing reported holdings to 156,393 shares. The filing also reports withholding of 2,565 shares to satisfy tax obligations on vesting at an average price of $75.64, reducing post-transaction beneficial ownership to 153,828 shares. Transactions were signed by an attorney-in-fact on 08/21/2025. The filing contains no other compensatory or derivative changes beyond the dividend-equivalent conversion and tax-withholding sale.

Positive

• Equity compensation settled via conversion of dividend equivalent rights into shares, reflecting standard compensation practices
• Full disclosure of tax-withholding disposition and transaction details including price and amounts

Negative

• Net beneficial ownership declined by 2,565 shares following tax-withholding
• No open-market purchases reported that would indicate additional insider buying

Insights

Financial Analyst

TL;DR Insider received shares from dividend-equivalent conversion and had shares withheld to cover taxes, net decrease in reported holdings.

The Form 4 shows a mechanical, non-market acquisition of shares via conversion of dividend equivalent rights tied to RSU vesting and an immediate disposition of 2,565 shares to satisfy tax withholding at $75.64 per share. This pattern is common for equity compensation settlements and does not indicate open-market buying or selling intent. The net reported beneficial ownership decreased from 156,393 to 153,828 shares, a small change relative to typical insider holdings.

Corporate Governance Expert

TL;DR Filing documents routine equity compensation settlement and compliant tax withholding; no governance red flags disclosed.

The disclosure identifies Cynthia Tregillis as CLO and Corporate Secretary and records conversion of dividend equivalent rights into common stock and withholding of shares for tax obligations pursuant to Rule 16b-3(e). The report was executed by an attorney-in-fact and includes the required explanation notes. There are no amendments, unusual transaction codes beyond routine codes M and F, nor indications of insider trading outside compensation-related settlement.

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

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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^*

Tregillis Cynthia L

(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)
	CLO and Corp. Sec.

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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	08/20/2025		M		10(1)	A	$0.0	156,393	D
Common Stock	08/20/2025		F		2,565(2)	D	$75.64	153,828	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)	08/20/2025		M			11.0052	(1)	(1)	Common Stock	11.0052	$0.0	205.2347	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: Cynthia Tregillis	08/21/2025
	** 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.
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FAQ

What transactions did Cynthia Tregillis report on Form 4 for WDC?

The Form 4 reports conversion of dividend equivalent rights into 205.2347 shares tied to RSU vesting and the withholding sale of 2,565 shares to satisfy taxes at an average price of $75.64 on 08/20/2025.

How did the reported transactions affect Cynthia Tregillis's beneficial ownership of WDC stock?

Reported beneficial ownership moved from 156,393 shares after the conversion to 153,828 shares following tax-withholding dispositions.

Why were shares disposed of in the Form 4 filing for WDC?

The filing explains the disposition of 2,565 shares was to pay tax obligations incident to the vesting of securities in accordance with Rule 16b-3(e).

Were any derivative or market transactions reported in the WDC Form 4?

The filing shows conversion of dividend equivalent rights related to RSUs and no separate open-market purchases or sales; the derivative section reports the dividend equivalent conversion into shares.

Who signed the Form 4 on behalf of the reporting person?

The Form 4 was signed by an attorney-in-fact, /s/ Sandra Garcia, for Cynthia Tregillis on 08/21/2025.